Colliers International Group Inc. Announces US$300 Million Bought Deal Public Offering of Equity
February 22 2024 - 4:37PM
Colliers International Group Inc. (TSX and NASDAQ: CIGI)
(“Colliers” or the “Company”) has announced today that it has
entered into an agreement with a syndicate of underwriters led by
BMO Capital Markets and J.P. Morgan, under which the underwriters
have agreed to buy on a “bought deal” basis 2,479,500
subordinate voting shares (the “Subordinate Voting Shares”), at a
price of US$121.00 per Subordinate Voting Share for gross proceeds
of approximately US$300 million (the “Offering”). Colliers 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 February 28, 2024.
The net proceeds of the Offering will be used to
repay balances outstanding on the Company’s credit facility and are
intended to create additional capacity to fund potential future
acquisition opportunities and growth initiatives, and for general
corporate purposes.
The Subordinate Voting Shares are being offered
for sale pursuant to the Offering in all of the provinces and
territories of Canada, other than Quebec, by way of a prospectus
supplement (the “Prospectus Supplement”) to the Company’s Canadian
short form base shelf prospectus dated February 20, 2024 (the “Base
Shelf Prospectus”). The Subordinate Voting Shares are being offered
for sale in the public offering in the United States pursuant to an
effective registration statement on Form F-10 (the “Registration
Statement”) filed under the Canada/U.S. multi-jurisdictional
disclosure system. Before investing, prospective purchasers in
Canada should read the Prospectus Supplement, the Base Shelf
Prospectus, and the documents incorporated by reference therein,
and prospective purchasers in the United States should read the
Registration Statement and the documents incorporated by reference
therein for more complete information about the Company and the
Offering. Subordinate Voting Shares may also be offered on a
private placement basis in other international jurisdictions in
reliance on applicable private placement exemptions.
Copies of the Prospectus Supplement, the Base
Shelf Prospectus, and the Registration Statement, when available,
may be obtained upon request in Canada by contacting BMO Nesbitt
Burns Inc., 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 J.P. Morgan Securities Canada
Inc., Suite 4500, TD Bank Tower, 66 Wellington Street West,
Toronto, ON M5K 1E7, or by telephone: Canada Sales 416-981-9233 and
in the United States by contacting BMO Capital Markets Corp., Attn:
Equity Syndicate Department, 151 W 42nd Street, 32nd Floor, New
York, NY 10036, or by telephone at (800) 414-3627 or by email at
bmoprospectus@bmo.com, or J.P. Morgan Securities LLC, c/o
Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood,
NY 11717, Phone: 866-803-9204. Copies of the applicable offering
documents, when available, can be obtained free of charge under the
Company’s profile on SEDAR+ at www.sedarplus.com and EDGAR at
www.sec.gov.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy these securities,
nor shall there be any sale of these securities in any state or
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
About Colliers
Colliers (NASDAQ, TSX: CIGI) is a leading
diversified professional services and investment management
company. With operations in 66 countries, our 19,000 enterprising
professionals work collaboratively to provide expert real estate
and investment advice to clients. For more than 29 years, our
experienced leadership with significant inside ownership has
delivered compound annual investment returns of approximately 20%
for shareholders. With annual revenues of $4.3 billion and $98
billion of assets under management, Colliers maximizes the
potential of property and real assets to accelerate the success of
our clients, our investors and our people.
Forward-looking Statements
This press release includes
forward-looking statements. Forward-looking statements include the
Company’s financial performance outlook and statements regarding
goals, beliefs, strategies, objectives, plans or current
expectations, including with respect to the Offering and the
anticipated use of proceeds therefrom. These statements involve
known and unknown risks, uncertainties and other factors which may
cause the actual results to be materially different from any future
results, performance or achievements contemplated in the
forward-looking statements. Such factors include: economic
conditions, especially as they relate to commercial and consumer
credit conditions and consumer spending, particularly in regions
where our business may be concentrated; commercial real estate
property values, vacancy rates and general conditions of financial
liquidity for real estate transactions; trends in pricing and risk
assumption for commercial real estate services; the effect of
significant movements in average capitalization rates across
different property types; a reduction by companies in their
reliance on outsourcing for their commercial real estate needs,
which would affect revenues and operating performance; competition
in the markets served by the Company; the ability to attract new
clients and to retain major clients and renew related contracts;
the ability to retain and incentivize producers; increases in wage
and benefit costs; the effects of changes in interest rates on the
cost of borrowing; unexpected increases in operating costs, such as
insurance, workers’ compensation and health care; changes in the
frequency or severity of insurance incidents relative to historical
experience; the effects of changes in foreign exchange rates in
relation to the US dollar on the Company’s Canadian dollar, Euro,
Australian dollar and UK pound sterling denominated revenues and
expenses; the impact of pandemics on client demand for the
Company’s services, the ability of the Company to deliver its
services and the health and productivity of its employees; the
impact of global climate change; the impact of political events
including elections, referenda, trade policy changes, immigration
policy changes, hostilities and terrorism on the Company’s
operations; the ability to identify and make acquisitions at
reasonable prices and successfully integrate acquired operations;
the ability to execute on, and adapt to, information technology
strategies and trends; the ability to comply with laws and
regulations related to our global operations, including real estate
and mortgage banking licensure, labour and employment laws and
regulations, as well as the anti-corruption laws and trade
sanctions; and changes in government laws and policies at the
federal, state/provincial or local level that may adversely impact
the business.
Additional information and risk factors
are identified in the Company’s other periodic filings with
Canadian and US securities regulators, including those identified
in the Company’s annual information form for the year ended
December 31, 2023 under the heading “Risk factors” (a copy of which
may be obtained at www.sedarplus.com or as part of the Company’s
Form 40-F available at www.sec.gov). Forward looking statements
contained in this press release are made as of the date hereof and
are subject to change. All forward-looking statements in this press
release are qualified by these cautionary statements. Except as
required by applicable law, Colliers undertakes no obligation to
publicly update or revise any forward-looking statement, whether as
a result of new information, future events or
otherwise.
COMPANY CONTACTS:
Jay HennickGlobal Chairman and CEO
Christian MayerChief Financial Officer(416)
960-9500
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