FirstService Corporation Announces US$200 Million Bought Deal Financing
December 02 2019 - 4:38PM
FirstService Corporation (TSX: FSV; NASDAQ: FSV) (“FirstService”)
has announced today that it has entered into an agreement with a
syndicate of underwriters led by BMO Capital Markets and TD
Securities Inc., under which the underwriters have agreed to buy on
a bought deal basis 2,165,000 common shares (the “Common
Shares”) of FirstService, at a price of US$92.50 per Common Share
for gross proceeds of approximately US$200 million (the
“Offering”). FirstService has granted the underwriters an option,
exercisable at the offering price for a period of 30 days following
the closing of the Offering, to purchase up to an additional 15% of
the Offering to cover over-allotments, if any. The offering is
expected to close on or about December 13, 2019 and is subject to
receipt of all necessary regulatory approvals.
The net proceeds of the Offering will be used to
repay existing indebtedness under its revolving credit facility,
which will then be available to be drawn, as required, for working
capital, acquisitions and associated contingent purchase
consideration and general corporate purposes.
The Common Shares will be offered by way of a
short form prospectus filed in all of the provinces of Canada,
excluding Quebec, and will be offered in the United States pursuant
to a registration statement on Form F-10 filed under the
Canada/U.S. multijurisdictional disclosure system, and on a private
placement basis in certain jurisdictions outside Canada and the
United States pursuant to applicable prospectus exemptions. The
short form prospectus and registration statement of FirstService
are subject to completion and amendment. A registration statement
relating to these securities has been filed with the U.S.
Securities and Exchange Commission but has not yet become
effective. The securities may not be sold nor may offers to buy be
accepted in the United States prior to the time the registration
statement becomes effective. No securities regulatory authority has
either approved or disapproved of the contents of this news
release. This news release shall not constitute an offer to sell or
the solicitation of an offer to buy, nor shall there be any sale
of, the Common Shares in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of that jurisdiction.
About FirstService
Corporation
FirstService Corporation is a
North American leader in the essential outsourced property services
sector, serving its customers through two industry-leading service
platforms: FirstService Residential – North
America’s largest manager of residential communities; and
FirstService Brands – one of North America’s
largest providers of essential property services delivered through
individually branded franchise systems and company-owned
operations.
FirstService generates more than US$2 billion in
annual revenues and has approximately 22,000 employees across North
America. The Common Shares of FirstService trade on the NASDAQ
under the symbol “FSV” and on the Toronto Stock Exchange under the
symbol “FSV”.
Forward-Looking Statements
This news release contains forward-looking
information and forward-looking statements within the meaning of
applicable Canadian and U.S. securities laws. Much of this
information can be identified by words such as “expect to,”
“expected,” “will,” “estimated” or similar expressions suggesting
future outcomes or events, and includes the expected use of net
proceeds and the successful completion of the Offering.
FirstService believes the expectations reflected in such
forward-looking information and statements are reasonable but no
assurance can be given that these expectations will prove to be
correct and such forward-looking information and statements should
not be unduly relied upon.
Forward-looking information and statements are
based on current information and expectations that involve a number
of risks and uncertainties, which could cause actual results or
events to differ materially from those anticipated. These risks
include, but are not limited to, risks associated with the ability
to satisfy regulatory, regulatory and commercial closing conditions
of the Offering, the uncertainty associated with accessing capital
markets and the risks related to FirstService’s business, including
those identified in FirstService’s annual information form for the
year ended December 31, 2018 under the heading “Risk factors” (a
copy of which may be obtained at www.sedar.com or as part of
FirstService’s Form 40-F at www.sec.gov). Forward-looking
information and statements contained in this news release are made
as of the date hereof and are subject to change. All
forward-looking information and statements in this news release are
qualified by these cautionary statements. Except as required by
applicable law, FirstService undertakes no obligation to update any
forward-looking information and statement, whether as a result of
new information, future events or otherwise.
A written 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, or by contacting TD Securities Inc.,
Attention: Symcor, NPM, 1625 Tech Avenue, Mississauga, Ontario, L4W
5P5 by telephone at (289) 360-2009 or by email at
sdcconfirms@td.com, 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), or
by telephone at (800) 414-3627 or by email at
bmoprospectus@bmo.com, or by contacting TD Securities (USA) LLC, 31
W 52nd Street, New York, NY, 10019 by telephone at (212)
827-7392.
For further information, please contact:
D. Scott PattersonPresident and Chief Executive Officer
Jeremy RakusinChief Financial Officer(416) 960-9500
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