CPE News (6/23/2021) – Pet Valu Holdings Ltd., a portfolio company of Roark Capital, has filed its final base PREP prospectus for the proposed initial public offering of common shares.
Pet Valu will issue 13,750,000 common shares at a price of $20 per share for gross proceeds of $275 million or $316.25 million assuming the over-allotment option is exercised in full. The offering is expected to close on June 30, 2021.
Pet Valu has previously expected to price the offering at between $15.00 and $19.00 per share for gross proceeds of $275 million.
Upon completion of the pre-closing transactions, Pet Valu will have approximately 54.1 million shares issued and outstanding.
Upon closing of the offering, Pet Valu will have 67,911,413 shares issued and outstanding or 69,973,913 shares If the over-allotment option is exercised in full.
Pet Retail Brands LP, an entity controlled by Roark Capital, will own 53,705,556 shares (99.3% pre-IPO closing, 79.1% following IPO closing with no exercise of over-allotment option).
In August 2009, Roark Capital took Pet Valu private for approximately $144 million.
Founded in 1976, Markham, Ontario based Pet Valu is Canada’s leading small format specialty retailer and wholesale distributor of pet food and pet-related supplies with over 600 corporate-owned and franchised locations across the country.
photo credit: Pet Valu
News Release
Pet Valu Announces Pricing of Initial Public Offering
/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES./
MARKHAM, ON, June 23, 2021 /CNW/ – Pet Valu Holdings Ltd. (“Pet Valu” or the “Company”), the leading Canadian specialty retailer of pet food and pet-related supplies, today announced that it has obtained a receipt for its final base PREP prospectus filed with the securities regulatory authorities in each of the provinces and territories of Canada and has entered into an underwriting agreement in respect of its initial public offering of 13,750,000 common shares of the Company (the “Offering”) at a price of $20 per share, for gross proceeds of $275,000,000. The Offering is expected to close on June 30, 2021, subject to customary closing conditions.
The Toronto Stock Exchange (the “TSX”) has conditionally approved the listing of the common shares, subject to fulfilling the initial listing requirements of the TSX. The common shares are expected to begin trading on the TSX on an “if, as and when issued basis” on June 24, 2021 under the symbol “PET”.
The Offering is being made through a syndicate of underwriters led by RBC Capital Markets, Barclays and CIBC Capital Markets, as lead underwriters and joint bookrunners, and includes National Bank Financial Inc., TD Securities Inc., Houlihan Lokey, ATB Capital Markets Inc., CWB McLean & Partners Wealth Management Ltd., Laurentian Bank Securities Inc. and Raymond James Ltd. (collectively, the “Underwriters”).
The Company has granted to the Underwriters an over-allotment option (the “Over-Allotment Option”) to purchase up to an additional 2,062,500 common shares at a price of $20 per share for additional gross proceeds of up to $41,250,000 if the Over-Allotment Option is exercised in full. The Over-Allotment Option can be exercised, in whole or in part, in the sole discretion of the Underwriters, for a period of 30 days from the closing date of the Offering.
A copy of the final base PREP prospectus is available, and a copy of the supplemented PREP prospectus will be available on June 24, 2021, on SEDAR at www.sedar.com.
The final base PREP prospectus constitutes a public offering of securities only in those jurisdictions where they may be lawfully offered for sale and therein only by persons permitted to sell such securities. The securities offered hereby have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or the securities laws of any state of the United States (as such term is defined in Regulation S under the U.S. Securities Act) (the “United States”) and may not be offered, sold or delivered, directly or indirectly, in the United States, except pursuant to an exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws. This press release does not constitute an offer to sell or solicitation of an offer to buy any of these securities in the United States.
About Pet Valu
Pet Valu is Canada’s leading retailer of pet food and pet-related supplies with over 600 corporate-owned or franchised locations across the country. For more than 40 years, Pet Valu has earned the trust and loyalty of pet parents by offering knowledgeable customer service, a premium product offering and engaging in-store services. Pet Valu’s neighbourhood stores offer more than 7,000 competitively-priced products, including a broad assortment of premium, super premium, holistic and award-winning proprietary brands. To learn more, please visit: www.petvalu.ca.
Forward-Looking Information
This news release contains “forward-looking information” within the meaning of applicable securities legislation, which reflects the Company’s current expectations regarding future events. Forward-looking information is based on a number of assumptions, and is subject to a number of risks and uncertainties, many of which are beyond the Company’s control. Such risks and uncertainties include, but are not limited to, the factors discussed under “Risk Factors” in the final base PREP prospectus filed on SEDAR, the filing of the supplemented PREP prospectus and listing of the common shares on the TSX. Actual results could differ materially from those projected herein. Unless otherwise noted or the context otherwise indicates, the forward-looking information contained in this news release is provided as of the date of this news release and Pet Valu does not undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required under applicable securities laws.
SOURCE Pet Valu Canada Inc.
For further information: Media Contact: Jessica Liddell, ICR, PetValuPR@icrinc.com, 203-682-8200