Gildan Activewear Inc. (GIL: TSX and NYSE) (“Gildan” or
the “Company”) announced today that it has priced an inaugural
offering of C$700 million aggregate principal amount of senior
unsecured notes in two series (the “Notes”), consisting of
C$500 million aggregate principal amount of 4.362% senior
unsecured notes, Series 1, due 2029 (the “2029 Notes”) and
C$200 million aggregate principal amount of 4.711% senior
unsecured notes, Series 2, due 2031 (the “2031 Notes”).
The 2029 Notes will be issued at par and bear
interest at a rate of 4.362% per annum, payable semi-annually until
maturity on May 22 and November 22 of each year,
commencing on May 22, 2025. The 2031 Notes
will be issued at par and bear interest at a rate of 4.711% per
annum, payable semi-annually until maturity on May 22 and
November 22 of each year, commencing on
May 22, 2025.
The Company intends to use the net proceeds of
the offering for the repayment of indebtedness outstanding under
its credit facilities and other general corporate purposes.
The Notes are being offered through an agency
syndicate consisting of BMO Capital Markets, CIBC Capital Markets
and Scotiabank, as joint bookrunners, along with J.P. Morgan, TD
Securities, BofA Securities and RBC Capital Markets, as
co-managers. The offering is expected to close on or about November
22, 2024, subject to customary closing conditions.
The Notes will be senior unsecured obligations
of the Company, will rank pari passu to all existing and future
senior unsecured and unsubordinated indebtedness of the Company.
The Notes have been assigned a provisional rating of BBB, with a
stable trend, by DBRS Limited, and are being offered in Canada on a
private placement basis in reliance upon exemptions from the
prospectus requirements under applicable securities
legislation.
The Notes have not been and will not be
qualified for sale to the public under applicable securities laws
in Canada and, accordingly, any offer and sale of the Notes in
Canada will be made on a basis which is exempt from the prospectus
requirements of such securities laws. The Notes have not been and
will not be registered under the United States Securities Act of
1933, as amended (the “U.S. Securities Act”), or any state
securities law, or the securities laws of any other jurisdiction,
and may not be offered or sold in the United States or its
territories or possessions or to, or for the account or benefit of,
U.S. persons (as such terms are defined in Regulation S under the
U.S. Securities Act).
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy, nor shall there be
any offer to sell or a solicitation of an offer to buy the Notes in
any jurisdiction where it is unlawful to do so.
Caution Concerning Forward-Looking
Statements
Certain statements included in this press
release constitute “forward-looking statements” within the meaning
of the U.S. Private Securities Litigation Reform Act of 1995 and
Canadian securities legislation and regulations and are subject to
important risks, uncertainties, and assumptions. This
forward-looking information includes, amongst others, statements
relating to the timing and completion of the proposed offering of
the Notes, the expected use of the net proceeds of the offering,
the credit ratings assigned, and any other future events or
developments described herein. Forward-looking statements generally
can be identified by the use of conditional or forward-looking
terminology such as “may,” “will,” “expect,” “intend,” “estimate,”
“project,” “assume,” “anticipate,” “plan,” “foresee,” “believe,” or
“continue,” or the negatives of these terms or variations of them
or similar terminology. Refer to the Company’s filings with the
Canadian securities regulatory authorities and the U.S. Securities
and Exchange Commission, as well as the risks described under the
“Financial risk management”, “Critical accounting estimates and
judgments,” and “Risks and uncertainties” sections of the Company’s
most recent Management’s Discussion and Analysis for the year ended
December 31, 2023 (“FY2023 MD&A”) for a discussion of the
various factors that may affect these forward-looking statements.
Material factors and assumptions that were applied in drawing a
conclusion or making a forecast or projection are also set out
throughout such document.
Forward-looking information is inherently
uncertain and the results or events predicted in such
forward-looking information may differ materially from actual
results or events. Material factors, which could cause actual
results or events to differ materially from a conclusion, forecast,
or projection in such forward-looking information, include, but are
not limited to changes in general economic, financial or
geopolitical conditions globally or in one or more of the markets
Gildan serves, including the pricing and inflationary environment,
and Gildan’s ability to implement its growth strategies and plans,
as well as those factors listed in the FY2023 MD&A under the
“Risks and uncertainties” section and “Caution regarding
forward-looking statements” sections. These factors may cause the
Company’s actual performance in future periods to differ materially
from any estimates or projections of future performance expressed
or implied by the forward-looking statements included in this press
release. There can be no assurance that the expectations
represented by the Company’s forward-looking statements will prove
to be correct. The purpose of the forward-looking statements is to
provide the reader with a description of management’s expectations
regarding the proposed offering of Notes and other future events
and may not be appropriate for other purposes. Furthermore, unless
otherwise stated, the forward-looking statements contained in this
press release are made as of the date of this press release, and
Gildan does not undertake any obligation to update publicly or to
revise any of the included forward-looking statements, whether as a
result of new information, future events, or otherwise unless
required by applicable legislation or regulation. The
forward-looking statements contained in this press release are
expressly qualified by this cautionary statement.
About Gildan
Gildan is a leading manufacturer of everyday
basic apparel. The Company’s product offering includes activewear,
underwear and socks, sold to a broad range of customers, including
wholesale distributors, screenprinters or embellishers, as well as
to retailers that sell to consumers through their physical stores
and/or e-commerce platforms and to global lifestyle brand
companies. The Company markets its products in North America,
Europe, Asia Pacific, and Latin America, under a diversified
portfolio of Company-owned brands including Gildan®, American
Apparel®, Comfort Colors®, GOLDTOE® and Peds®.
Gildan owns and operates vertically integrated,
large-scale manufacturing facilities which are primarily located in
Central America, the Caribbean, North America, and Bangladesh.
Gildan operates with a strong commitment to industry-leading
labour, environmental and governance practices throughout its
supply chain in accordance with its comprehensive ESG program
embedded in the Company's long-term business strategy. More
information about the Company and its ESG practices and initiatives
can be found at www.gildancorp.com.
For further information:
Investor Inquiries |
Media Inquiries |
Jessy Hayem,
CFA Senior
Vice-President, Head of Investor Relationsand Global Communications
(514)
744-8511 jhayem@gildan.com |
Genevieve Gosselin Director, Global Communications and Corporate
Marketing (514) 343-8814 communications@gildan.com |
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