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MARKHAM, ON, June 30, 2021 /CNW/ - Pet Valu Holdings Ltd.
("Pet Valu" or the "Company"), the leading Canadian
specialty retailer of pet food and pet-related supplies, today
announced that it has completed its initial public offering (the
"Offering") of 15,812,500 common shares ("Common
Shares") (including 2,062,500 Common Shares issued pursuant to
the exercise in full by the Underwriters (as defined below) of the
over-allotment option granted by the Company) at a price of
C$20 per Common Share, for total
gross proceeds of C$316,250,000.
The Common Shares trade on the Toronto Stock Exchange under the
symbol "PET".
RBC Capital Markets, Barclays and CIBC Capital Markets acted as
lead underwriters and joint bookrunners for the Offering with a
syndicate that included National Bank Financial Inc., TD Securities
Inc., Houlihan Lokey, ATB Capital
Markets Inc., CWB McLean & Partners Wealth Management Ltd.,
Laurentian Bank Securities Inc. and Raymond James
Ltd (collectively, the "Underwriters").
The Offering was completed pursuant to the Company's
supplemented PREP prospectus dated June 23,
2021 (the "Prospectus"), filed with the securities
regulators in each of the provinces and territories of Canada, a copy of which is available under the
Company's profile on SEDAR at www.sedar.com.
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.
Early Warning Reports
Immediately following closing of the Offering, Pet Retail Brands
LP, the Company's majority shareholder, was liquidated and all of
the Common Shares owned by it distributed to its unitholders. As a
result of the liquidation, Roark Capital Partners II AIV AG, L.P.
acquired direct ownership of 25,747,566 Common Shares (representing
approximately 36.8% of the Common Shares) and RCPS Equity Cayman LP
(together with Roark Capital Partners II AIV AG, L.P., the
"Principal Shareholders") acquired direct ownership of
18,239,988 Common Shares (representing approximately 26.1% of the
Common Shares). The Principal Shareholders are managed by an
affiliate of Roark Capital Management, LLC.
The Principal Shareholders may further purchase, hold, vote,
dispose or otherwise deal in the securities of the Company,
including through derivative or hedge transactions, in such manner
as they deem advisable from time to time, subject to the terms of
the lock-up agreements entered into by the Principal Shareholders
and the investor rights agreement, each as described in the
Prospectus.
For further information and to obtain a copy of the early
warning report to be filed under applicable Canadian securities
laws in connection with the foregoing matters, please see the
Company's profile on SEDAR at www.sedar.com.
About Pet Valu
Pet Valu is Canada's leading
retailer of pet food and pet-related supplies with over 600
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
This news release contains "forward-looking information"
within the meaning of applicable securities legislation, which
reflects the Company's current expectations regarding future
events. Forward-looking information is based on a number of
assumptions, and is subject to a number of risks and uncertainties,
many of which are beyond the Company's control. Such risks and
uncertainties include, but are not limited to, the factors
discussed under "Risk Factors" in the Prospectus filed on SEDAR.
Actual results could differ materially from those projected herein.
Unless otherwise noted or the context otherwise indicates, the
forward-looking information contained in this news release is
provided as of the date of this news release and Pet Valu does not
undertake any obligation to update such forward-looking
information, whether as a result of new information, future events
or otherwise, except as expressly required under applicable
securities laws.
SOURCE Pet Valu Canada Inc.