BRP Inc. (TSX: DOO) (NASDAQ: DOOO) (“BRP” or the “Company”)
announced today that certain of its shareholders, including
Beaudier Inc. and 4338618 Canada Inc. (collectively, “Beaudier
Group”), and Bain Capital Luxembourg Investments S.à r.l.
(“Bain”) (the “Selling Shareholders”), and the Company have entered
into an agreement with an underwriting syndicate led by BMO Capital
Markets, Citigroup and RBC Capital Markets to complete a secondary
offering on a bought deal basis (the “Offering”). Under the
agreement, the underwriters have agreed to purchase
5,000,000 subordinated voting shares of the Company at a
purchase price of C$61.17 per subordinate voting share for total
gross proceeds to the Selling Shareholders of C$305,850,000.
In connection with the Offering, the Company
filed a preliminary prospectus supplement to its short form base
shelf prospectus dated September 4, 2018. The preliminary
prospectus supplement was filed with the securities regulatory
authorities in each of the provinces and territories of Canada as
well as with the U.S. Securities and Exchange Commission (SEC) as
part of a registration statement on Form F-10 under the U.S./Canada
Multijurisdictional Disclosure System.
Concurrent with the Offering, José Boisjoli,
BRP’s President and Chief Executive Officer, and Sébastien Martel,
BRP’s Chief Financial Officer, will have 661,700 and 111,800
options to purchase subordinate voting shares of the Company,
respectively, repurchased for cancellation by the
Company.
2,816,844 and 2,153,156 of the subordinate
voting shares being sold in the Offering are being offered by
Beaudier Group and Bain, respectively.
Beaudier Group currently holds, collectively,
26,099,072 multiple voting shares of the Company
(the “Multiple Voting Shares” and, collectively with the
subordinate voting shares, the “Shares”), representing
approximately 29.4% of the issued and outstanding Shares and
approximately 45.7% of the voting power attached to all of the
Shares. Following the closing of the Offering, Beaudier Group will
hold, collectively, 23,282,228 Multiple Voting Shares,
representing approximately 26.2% of the issued and outstanding
Shares and approximately 43.9% of the voting power attached to all
of the Shares. Bain currently holds 19,949,771 Multiple Voting
Shares representing approximately 22.5% of the issued and
outstanding Shares and approximately 34.9% of the voting power
attached to all of the Shares. Following the closing of the
Offering, Bain will hold 17,796,615 Multiple Voting Shares,
representing approximately 20.1% of the issued and outstanding
Shares and approximately 33.6% of the voting power attached to all
of the Shares.
Daniel J. O’Neill, a director of the Company,
will also participate in the Offering as a Selling Shareholder and
will sell 30,000 subordinate voting shares of the Company.
The net proceeds of the Offering will be paid
directly to the Selling Shareholders. The Company will not receive
any proceeds from the Offering.
BRP's subordinate voting shares are listed on
the Toronto Stock Exchange (TSX) and Nasdaq Global Select Market
(NASDAQ) under the symbol “DOO” and “DOOO”, respectively.
Completion of the Offering is subject to
customary closing conditions.
The Offering is being made only by means of the
prospectus supplement and the registration statement which contain
important information about the Offering. A copy of the preliminary
prospectus supplement can be found on SEDAR at www.sedar.com and on
EDGAR at www.sec.gov, and a copy of the registration statement can
be found on EDGAR at www.sec.gov. A written preliminary prospectus
relating to the offering may be obtained upon request in Canada by
contacting BMO Capital Markets, Brampton Distribution Centre c/o
The Data Group of Companies, 9195 Torbram Road, Brampton, Ontario,
L6S 6H2 by telephone at (905) 791-3151 Ext. 4312 or by email at
torbramwarehouse@datagroup.ca, and in the United States by
contacting BMO Capital Markets Corp., Attn: Equity Syndicate
Department, 3 Times Square, 25th Floor, New York, NY 10036 (Attn:
Equity Syndicate). Prospective investors should read the
preliminary prospectus supplement and registration statement before
making an investment decision.
No securities regulatory authority has either
approved or disapproved the contents of this news release. This
press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of
these securities in any province, state or jurisdiction in which
such offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
province, state or jurisdiction.
About BRP We are a global
leader in the world of powersports vehicles, propulsion systems and
boats built on over 75 years of ingenuity and intensive consumer
focus. Our portfolio of industry-leading and distinctive products
includes Ski-Doo and Lynx snowmobiles, Sea-Doo watercraft, Can-Am
on- and off-road vehicles, Alumacraft, Manitou, Quintrex, Stacer
and Savage boat, Evinrude and Rotax marine propulsion systems as
well as Rotax engines for karts, motorcycles and recreational
aircraft. We complete our lines of products with a dedicated parts,
accessories and clothing to fully enhance the riding experience.
With annual sales of CA$5.2 billion from over 120 countries, our
global workforce is made up of more than 13,000 driven, resourceful
people.
Ski-Doo, Lynx, Sea-Doo, Can-Am, Rotax, Evinrude,
Manitou, Alumacraft, Quintrex, Stacer, Savage and the BRP logo are
trademarks of Bombardier Recreational Products Inc. or its
affiliates. All other trademarks are the property of their
respective owners.
CAUTION CONCERNING FORWARD-LOOKING
STATEMENTSCertain statements included in this press
release are “forward-looking statements” within the meaning of
Canadian and United States securities laws, including statements
regarding the proposed offering and other statements that are not
historical facts. Forward-looking statements are typically
identified by the use of terminology such as “may”, “will”,
“would”, “should”, “could”, “expects”, “forecasts”, “plans”,
“intends”, “trends”, “indications”, “anticipates”, “believes”,
“estimates”, “outlook”, “predicts”, “projects”, “likely” or
“potential” or the negative or other variations of these words
or other comparable words or phrases. Forward-looking statements,
by their very nature, involve inherent risks and uncertainties and
are based on a number of assumptions, and are subject to important
risks and uncertainties, both general and specific, made by the
Company in light of its experience and perception of historical
trends. Forward-looking statements cannot be relied upon due to,
amongst other things, changing external events and general
uncertainties of the business. Completion of the proposed offering
is subject to numerous factors, many of which are beyond BRP’s
control, including but not limited to, the failure of customary
closing conditions and other important factors disclosed previously
and from time to time in BRP’s filings with the securities
regulatory authorities in each of the provinces and territories of
Canada and the United States. The forward-looking statements
contained in this press release represent BRP's expectations as of
the date of this press release (or as of the date they are
otherwise stated to be made), and are subject to change after such
date. However, BRP disclaims any intention or obligation to update
or revise any forward-looking statements whether as a result of new
information, future events or otherwise, except as required under
applicable securities regulations.
For information:
Elaine
Arsenault |
Philippe
Deschênes |
Senior Advisor, Media Relations |
Manager Treasury and Investor Relations |
Tel.: 514.238.3615 |
Tel.: 450.532.6462 |
medias@brp.com |
philippe.deschenes@brp.com |
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