VALCOURT, QC, July 28, 2021 /PRNewswire/ - BRP Inc. (TSX: DOO)
(NASDAQ: DOOO) today announced that it has taken up and paid for
3,381,642 subordinate voting shares ("Shares") at a price of
$103.50 per Share under BRP's
substantial issuer bid ("SIB") to purchase for cancellation a
number of its Shares for an aggregate purchase price not to exceed
$350 million. All dollar amounts are
in Canadian dollars.
The Shares purchased represent an aggregate purchase price of
approximately $350 million and
represented 4% of the total number of BRP's issued and outstanding
Shares and multiple voting shares as of July
27, 2021. After giving effect to the SIB, BRP will have
37,716,787 Shares and 42,954,979 multiple voting shares issued and
outstanding.
A total of 2,444,950 Shares were taken up and purchased pursuant
to auction tenders at or below the purchase price and purchase
price tenders. Since the SIB was oversubscribed, shareholders who
made auction tenders at or below the purchase price and purchase
price tenders had approximately 83% of their successfully tendered
Shares purchased by BRP (other than "odd lot" tenders, which were
not subject to proration). 936,692 Shares were taken up and
purchased pursuant to proportionate tenders.
Beaudier Inc. and 4338618 Canada Inc. made proportionate tenders
under the SIB in order to maintain their proportionate equity
ownership interests in BRP. Upon completion of the SIB, they will
respectively hold 13,407,688 and 8,937,848 multiple voting shares,
representing approximately 27.23% and 18.15% of the voting power
attached to all of the issued and outstanding Shares and multiple
voting shares, and 16.62% and 11.08% of BRP's issued and
outstanding Shares and multiple voting shares.
Any Shares or multiple voting shares not purchased, including
such Shares not purchased as a result of proration or Shares
tendered pursuant to auction tenders at prices higher than the
purchase price or invalidly tendered will be returned to
shareholders as soon as practicable by the depositary.
Payment and settlement of the purchased Shares will be effected
by Computershare Investor Services Inc. on or about August 3, 2021 in accordance with the SIB and
applicable law.
Pursuant to the SIB, a deemed dividend in the amount of
$99.35 per Share was triggered on the
repurchase of each Share. The totality of the dividend deemed to
have been paid by BRP to Canadian resident persons is designated as
an "eligible dividend" for purposes of the Income Tax Act
(Canada) and any
corresponding provincial and territorial tax legislation.
The full details of the SIB are described in the offer to
purchase and issuer bid circular dated June
18, 2021, as well as the related letter of transmittal and
notice of guaranteed delivery, copies of which were filed and are
available on SEDAR at www.sedar.com and on EDGAR at
www.sec.gov.
This press release is for informational purposes only and does
not constitute an offer to buy or the solicitation of an offer to
sell BRP's shares.
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
boats and Rotax marine propulsion systems as well as Rotax engines
for karts and recreational aircraft. We complete our lines of
products with a dedicated parts, accessories and apparel business
to fully enhance the riding experience. With annual sales of CA$6.0
billion from over 130 countries, our global workforce is made up of
more than 14,500 driven, resourceful people.
www.brp.com
@BRPNews
Ski-Doo, Lynx, Sea-Doo, Can-Am, Rotax, Alumacraft, Manitou, Quintrex, Stacer, Savage, Evinrude
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
STATEMENTS
Certain information included in this
release, including, but not limited to, statements relating to the
SIB, the timing of payment and settlement for Shares purchased
under the SIB and the number of Shares and multiple voting shares
expected to be issued and outstanding after completion of the SIB,
and other statements that are not historical facts, are
"forward-looking statements" within the meaning of Canadian and
United States securities laws.
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 several
assumptions, both general and specific. BRP cautions that its
assumptions may not materialize and that current economic
conditions render such assumptions, although reasonable at the time
they were made, subject to greater uncertainty. Such
forward-looking statements are not guarantees of future performance
and involve known and unknown risks, uncertainties and other
factors which may cause the actual results or performance of BRP or
the powersports or marine industry to be materially different from
the outlook or any future results or performance implied by such
statements. Further details and descriptions of these and other
factors are disclosed in the offer to
purchase and in BRP's annual information form dated
March 24, 2021.
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SOURCE BRP Inc.