CPE News (12/1/2020) – Premium Brands Holdings Corporation (TSX: PBH) has completed previously announced bought deal offering of 2,358,650 common shares at $97.55 per share for gross proceeds of approximately $230 million.
Concurrent with the closing of the offering, Premium Brands completed a private placement of 590,000 common shares at the offering price with Canada Pension Plan Investment Board (CPPIB, CPP Investments), including 77,000 common shares issued in connection with the full exercise of CPP Investments’ additional share option, for gross proceeds of approximately $57.5 million.
Premium Brands intends to use the net proceeds of the financings to temporarily reduce indebtedness under Premium Brands’ revolving credit facility, which will then be drawn upon to fund the purchase price of Premium Brands’ previously-announced proposed acquisition of Clearwater Seafoods Incorporated. If the Clearwater Transaction is not completed, Premium Brands intends to use the net proceeds to reduce existing indebtedness under the revolving credit facility, thereby increasing the amount available to be drawn under the revolving credit facility, as required, to fund future potential strategic acquisitions and capital projects.
Upon closing of the financing, CPPIB increased its holding to 3,221,000 common shares, representing approximately 7.95% of Premium Brands outstanding common shares, an increase of 0.95% in ownership in Premium Brands.
There is no shareholder/entity controlling 10% or more of the outstanding common shares of Premium Brands.
photo credit: Premium Brands
News Release
Premium Brands Holdings Corporation Announces Completion of $230 Million Public Offering of Common Shares and $57.5 Million Concurrent Private Placement of Common Shares
/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES./
VANCOUVER, BC, Dec. 1, 2020 /CNW/ – Premium Brands Holdings Corporation (“Premium Brands” or the “Company”) (TSX: PBH), a leading producer, marketer and distributor of branded specialty food products, is pleased to announce the successful closing of the issue and sale of 2,358,650 common shares of the Company (the “Offered Shares”) at a price (the “Offering Price”) of $97.55 per Offered Share (including 307,650 common shares of the Company issued in connection with the exercise, in full, of the Underwriters’ (as defined below) over-allotment option) (the “Offering”).
The Offered Shares were offered to the public through a syndicate of underwriters which was co-led by Cormark Securities Inc., BMO Capital Markets, CIBC Capital Markets, National Bank Financial Inc. and Scotiabank, and included RBC Dominion Securities Inc., TD Securities Inc., Desjardins Securities Inc., Industrial Alliance Securities Inc., Merrill Lynch Canada Inc., and Wells Fargo Securities Canada, Ltd. (collectively, the “Underwriters”).
Concurrent with the closing of the Offering, Premium Brands completed a private placement (the “Concurrent Private Placement”) of 590,000 common shares of the Company at the Offering Price with Canada Pension Plan Investment Board (“CPP Investments”) (including 77,000 common shares of the Company issued in connection with the exercise, in full, of CPP Investments’ additional share option), for aggregate gross proceeds to the Company of approximately $57.5 million. The common shares issued to CPP Investments pursuant to the Concurrent Private Placement will be subject to a four-month statutory hold period from the date of issue, subject to certain exempt trades permitted by applicable securities legislation.
Premium Brands intends to use the net proceeds of the Offering and the Concurrent Private Placement to temporarily reduce indebtedness under Premium Brands’ revolving credit facility (the “Revolving Credit Facility”), which will then be drawn upon to fund the purchase price of Premium Brands’ previously-announced proposed acquisition of Clearwater Seafoods Incorporated (the “Clearwater Transaction”). If the Clearwater Transaction is not completed, Premium Brands intends to use the net proceeds of the Offering and the Concurrent Private Placement to reduce existing indebtedness under the Revolving Credit Facility, thereby increasing the amount available to be drawn under the Revolving Credit Facility, as required, to fund future potential strategic acquisitions and capital projects.
About Premium Brands
Premium Brands owns a broad range of leading specialty food manufacturing and differentiated food distribution businesses with operations across Canada, the United States and Italy.
SOURCE Premium Brands Holdings Corporation
For further information: Premium Brands Holdings Corporation, George Paleologou, President and CEO, (604) 656-3100; Premium Brands Holdings Corporation, Will Kalutycz, CFO, (604) 656-3100, www.premiumbrandsholdings.com