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SERVICES OR DISSEMINATION IN THE UNITED
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VANCOUVER, BC, July 16, 2020 /CNW/ - Premium Brands Holdings
Corporation ("Premium Brands" or the "Company") (TSX: PBH), a
leading producer, marketer and distributor of branded specialty
food products, is pleased to announce the successful closing of the
issue and sale of (i) 1,599,650 common shares of the Company (the
"Offered Shares") at a price (the "Share Issuance Price") of
$86.30 per Offered Share (including
208,650 common shares of the Company issued in connection with the
exercise, in full, of the Underwriters' (as defined below)
over-allotment option in respect of the Offered Shares) and (ii)
$150,000,000 aggregate principal
amount of 4.20% convertible unsecured subordinated debentures (the
"Offered Debentures" and, together with the Offered Shares, the
"Offered Securities") at a price (the "Debenture Issuance Price")
of $1,000 per Offered Debenture, for
aggregate gross proceeds to the Company of approximately
$288 million (the "Offering").
The Offered Securities were offered to the public through a
syndicate of underwriters which was co-led by National Bank
Financial Inc., BMO Capital Markets, CIBC Capital Markets, Cormark
Securities Inc. and Scotiabank, and included TD Securities Inc.,
RBC Dominion Securities Inc., Canaccord Genuity Corp., Industrial
Alliance Securities Inc. and Desjardins Securities Inc.
(collectively, the "Underwriters"). The Company has also granted to
the Underwriters an over-allotment option to purchase up to an
additional $22,500,000 aggregate
principal amount of 4.20% convertible unsecured subordinated
debentures each at the Debenture Issuance Price per debenture,
exercisable in whole or in part at any time for a period of up to
30 days following closing of the Offering.
Concurrent with the closing of the Offering, Premium Brands
completed a private placement (the "Concurrent Private Placement")
of 400,200 common shares of the Company at the Share Issuance Price
with Canada Pension Plan Investment Board ("CPP Investments")
(including 52,200 common shares of the Company issued in connection
with the exercise, in full, of CPP Investments additional share
option), for aggregate gross proceeds to the Company of
approximately $34.5 million. The
common shares issued to CPP Investments pursuant to the Concurrent
Private Placement will be subject to a four-month statutory hold
period from the date of issue, subject to certain exempt trades
permitted by applicable securities legislation.
The Company intends to use the net proceeds of the Offering and
the Concurrent Private Placement to reduce existing indebtedness
under one of its revolving credit facilities (the "Credit
Facility"), thereby increasing the amount available to be drawn
under such Credit Facility, as required, to fund future potential
strategic acquisitions and capital projects that may arise.
The Offered Debentures will bear interest from the date of issue
at 4.20% per annum, payable semi–annually in arrears on
March 31 and September 30 of each year commencing March 31, 2021, and have a maturity date of
September 30, 2027 (the "Maturity
Date").
The Offered Debentures are convertible at the holder's option at
any time prior to the close of business on the earlier of the
Maturity Date and the business day immediately preceding the date
specified by the Company for redemption of the Offered Debentures
into common shares at a conversion price of $142.40 per common share (the "Conversion
Price"), subject to adjustments as provided in the indenture
governing the Offered Debentures. The Conversion Price equates to a
conversion rate of 7.0225 common shares for each $1,000 principal amount of Offered
Debentures.
The Debentures will be listed on the Toronto Stock Exchange
under the symbol "PBH.DB.H".
About Premium Brands
Premium Brands owns a broad range of leading specialty food
manufacturing and differentiated food distribution businesses with
operations across Canada and
the United States.
Forward-Looking Statements
This press release contains forward looking statements with
respect to the Company, including its business operations, strategy
and financial performance and condition. Although management
believes that the expectations reflected in such forward looking
statements are reasonable and represent the Company's internal
expectations and belief as of the date hereof, such statements
involve unknown risks and uncertainties beyond the Company's
control which may cause its actual performance and results in
future periods to differ materially from any estimates or
projections of future performance or results expressed or implied
by such forward looking statements.
Forward looking statements generally can be identified by the
use of forward looking words such as "may", "could", "should",
"would", "will", "expect", "intend", "plan", "estimate", "project",
"anticipate", "believe" or "continue", or the negative thereof or
similar variations. These forward-looking statements include
statements with respect to the Company's intended use of the net
proceeds of the Offering and the Concurrent Private Placement.
Some of the factors that could affect future results and could
cause results to differ materially from those expressed in the
forward-looking statements are outlined in the Company's final
short form prospectus dated July 9,
2020 under Risk Factors and in the Company's 2019
MD&A under Risks and Uncertainties, each of which is
filed electronically through SEDAR and is available online at
www.sedar.com.
Assumptions used by the Company to develop forward looking
statements contained in this press release are based on information
currently available to the Company and include those assumptions
outlined in the Company's final short form prospectus dated
July 9, 2020 under Forward-Looking
Information and in the Company's 2019 MD&A under Forward
Looking Statements. Readers are cautioned that this information
is not exhaustive.
Unless otherwise indicated, the forward looking statements in
this document are made as of the date hereof and, except as
required by applicable law, will not be publicly updated or
revised. This cautionary statement expressly qualifies the forward
looking statements in this press release.
SOURCE Premium Brands Holdings Corporation