Pet Valu Holdings Ltd. Announces C$175 Million Secondary Bought Deal Offering
May 08 2024 - 4:28PM
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 CIBC Capital Markets and RBC
Capital Markets to complete a secondary offering on a bought deal
basis (the "Offering"). Under the agreement, the underwriters have
agreed to purchase 5.9 million common shares of the Company at a
purchase price of C$29.65 per common share for total gross proceeds
to the Selling Shareholders of approximately C$175 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
May 15, 2024, 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.
About Pet Valu
Pet Valu is Canada's leading retailer of pet
food and pet-related supplies with over 750 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.ca.
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 and assumptions, and subject to the risks as set
out in the Company's annual information form dated March 4, 2024
and as discussed under "Risk Factors" in the prospectus supplement
and short form base shelf prospectus.
For further information
Investor Contact: James Allison, Senior
Director, Investor Relationsinvestors@petvalu.com289-806-4559
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