/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE
SERVICES OR DISSEMINATION IN THE UNITED
STATES./
MARKHAM,
ON, May 25, 2023 /CNW/ -Pet Valu Holdings Ltd.
("Pet Valu" or the "Company") (TSX: PET), the leading
Canadian specialty retailer of pet food and pet-related supplies,
has announced today that PV Holdings S.à r.l., Roark Capital
Partners II AIV AG, L.P., RCPS Equity Cayman LP and Roark Capital
Partners Parallel II AIV AG, L.P. (collectively, the "Selling
Shareholders"), have entered into an agreement with a syndicate
of underwriters led by RBC Capital Markets, Barclays and CIBC
Capital Markets to complete a secondary offering on a bought deal
basis (the "Offering"). Under the agreement, the
underwriters have agreed to purchase 4.69 million common shares of
the Company at a purchase price of C$32.05 per common share for total gross proceeds
to the Selling Shareholders of approximately C$150 million.
The Selling Shareholders have granted the Underwriters an
option, exercisable, in whole or in part, at any time until and
including 30 days following the closing of the Offering, to
purchase up to an additional 15% of the Offering at the offering
price to cover over-allotments, if any.
The net proceeds of the Offering will be paid directly to the
Selling Shareholders. The Company will not receive any proceeds
from the Offering.
The Common Shares will be offered by way of a prospectus
supplement to the short form base shelf prospectus of the Company
dated July 22, 2022 in all of the
provinces and territories of Canada and may also be offered by way of
private placement in the United
States.
The Offering is expected to close on or about June 1, 2023, subject to customary closing
conditions.
The securities under the Offering have not been, and will not
be, registered under the United States Securities Act of 1933, as
amended (the "U.S. Securities Act"), or the securities laws of any
state of the United States and may
not be offered, sold or delivered, directly or indirectly, in
the United States (as such term is
defined in Regulation S under the U.S. Securities Act) or to, or
for the account or benefit of, U.S. Persons (as defined in the U.S.
Securities Act), except pursuant to an exemption from the
registration requirements of the U.S. Securities Act and applicable
state securities laws. This news release does not constitute an
offer to sell or solicitation of an offer to buy any of these
securities in any jurisdiction in which the offering or sale is not
permitted.
Reaffirmation of 2023
Outlook
The Company continues to expect 2023 results to meet
expectations as set out in its first quarter 2023 results filed on
May 9, 2023.
"Our business is off to a great start in 2023, with strong
top-line growth and margins in the first quarter performing in-line
with our expectations. We are excited for our growth potential in
2023, and are reaffirming our full year outlook" said Richard Maltsbarger, President and Chief
Executive Officer of Pet Valu.
About Pet Valu
Pet Valu is Canada's leading
retailer of pet food and pet-related supplies with over 700
corporate-owned or franchised locations across the country. For
more than 40 years, Pet Valu has earned the trust and loyalty of
pet parents by offering knowledgeable customer service, a premium
product offering and engaging in-store services. Pet Valu's
neighbourhood stores offer more than 7,000 competitively-priced
products, including a broad assortment of premium, super premium,
holistic and award-winning proprietary brands. To learn more,
please visit: www.petvalu.com.
Forward-Looking
Information
Some of the information contained in this press release is
forward-looking information. Forward-looking information is
provided as of the date of this press release and is based on
management's opinions, estimates and assumptions in light of its
experience and perception of historical trends, current trends,
current conditions and expected future developments, as well as
other factors that management believes appropriate and reasonable
in the circumstances. Such forward-looking information is intended
to provide information about management's current expectations and
plans, and may not be appropriate for other purposes. Pet Valu does
not undertake to update any such forward-looking information
whether as a result of new information, future events or otherwise,
except as required under applicable Canadian securities laws.
Actual results and the timing of events may differ materially from
those anticipated in the forward-looking information as a result of
various factors. Particularly, information regarding our
expectations of future results, targets, performance achievements,
prospects or opportunities, including the information under the
heading "Reaffirmation of 2023 Outlook" in this press release, is
"future oriented financial information" or a "financial outlook"
within the meaning of applicable securities legislation, which is
based on the factors and assumptions, and subject to the risks, as
set out in the Company's annual information form dated March 6, 2023 and as discussed under "Risk
Factors" in the prospectus supplement and short form base shelf
prospectus.
SOURCE Pet Valu Holdings Ltd.