Ronnen Harary, Anton Rabie, Ben Varadi to sell $172.5M Spin Master shares

Spin Master Corp. (TSX: TOY) has announced that the founders of the company, through certain companies that they control, and 1-R32 Foundation, a not-for-profit charitable corporation controlled by one of the founders have engaged RBC Capital Markets and TD Securities Inc. for a bought deal secondary offering of 3,681,000 subordinate voting shares at $40.75 per subordinate voting share for gross proceeds of approximately $150 million.

The founders have also granted the underwriters an over-allotment option to purchase up to 552,150 additional subordinate voting shares. If exercised in full, this would increase the total size of the offering to approximately $172.5 million.

Spin Master’s founders are co-CEO Ronnen Harary, co-CEO Anton Rabie, EVP & Chief Creative Officer, Ben Varadi.

As of March 13, 2017, Harary and Rabie each own 32,450,073 multiple voting shares and Varadi controls 12,330,666 multiple voting shares. They collectively control 97% of voting.

The selling shareholders (other than 1-R32 Foundation) will bear all the expenses related to the offering, including payment of the underwriters’ fee. One of the selling shareholders will be responsible for 1-R32 Foundation’s portion of expenses.

To satisfy the sale under the offering, the selling shareholders (other than 1-R32 Foundation) will convert in aggregate 3,681,000 multiple voting shares into subordinate voting shares on a one-for-one basis.

Following the offering but prior to the potential exercise of the over-allotment option, the founders, will continue to own in aggregate 73,549,812 multiple voting shares of the Company, representing 96.3% of the total votes outstanding.

photo credit: Spin Master

Ted Liu

Ted Liu, M.Sc. (Mining, Queen's), MBA (Finance, Toronto), is the Editor of Private Capital Journal, CanadaMetals.ca, TechWire.ca, and the former Editor of Canadian Private Equity. Ted has been passionately tracking Canadian private capital industry since 1992, having most recently served as Research Director for The Canadian Venture Capital and Private Equity Association (CVCA).

Ted is the architect of CVCA infobase, and is the architect of CPE Media's Financings.ca, Canada's most sophisticated and advanced all private capital and public market financing database.