Savaria Corporation (“Savaria” or the “Corporation”) (TSX: SIS), a
global leader in the accessibility industry, is pleased to announce
the issue and sale of common shares (“Common Shares”) pursuant to a
public offering (the “Offering”) and a concurrent private placement
(the “Concurrent Private Placement”, and collectively with the
Offering, the “Equity Offerings”) for aggregate gross proceeds to
the Corporation of approximately $80,025,500.
Under the Offering, Savaria has entered into an
agreement with a syndicate of underwriters led by National Bank
Financial Inc., (the “Bookrunner”) and co-led by Desjardins
Securities Inc., Scotiabank and TD Securities Inc. (collectively,
the “Underwriters”) under which the Underwriters have agreed to
purchase, on a bought deal basis, 3,794,000 Common Shares from
treasury at a purchase price of $14.50 per Common Share (the “Issue
Price”), for gross proceeds to the Corporation of approximately
$55,013,000. Savaria has granted to the Underwriters an
over-allotment option (the “Over-Allotment Option”), exercisable in
whole or in part on the same terms as the Offering, to purchase up
to an additional 569,100 Common Shares at the Issue Price
exercisable at any time before the expiry of 30 days following the
closing of the Offering, which, if exercised, would result in
additional gross proceeds of up to $8,251,950.
Under the Concurrent Private Placement, Savaria
has entered into an agreement with CDPQ, under which it will issue
and sell 1,725,000 Common Shares at the Issue Price for gross
proceeds to the Corporation of approximately $25,012,500. Should
the Over-Allotment Option be exercised, in whole or in part, by the
Underwriters, CDPQ has the option (the “Additional Subscription
Option”) to purchase additional Common Shares under the Concurrent
Private Placement in the same proportion to the Common Shares that
are purchased by the Underwriters pursuant to the Over-Allotment
Option, which, if exercised, would result in additional gross
proceeds of up to $3,751,875. The Common Shares issued pursuant to
the Concurrent Private Placement will be subject to a statutory
hold period of four months from the date of their issuance, in
accordance with Canadian securities regulations.
The Common Shares issued pursuant to the
Offering will be offered in all provinces of Canada pursuant to a
short form prospectus to be filed by Savaria. The Common Shares
issued pursuant to the Offering will also be offered in the United
States by way of private placement to “qualified institutional
buyers” in reliance upon the exemption from registration provided
by Rule 144A under the U.S. Securities Act of 1933 (the “U.S.
Securities Act”), or pursuant to other applicable registration
exemptions.
The total net proceeds of the Equity Offerings
will be used to reduce indebtedness under the Corporation’s
existing revolving credit facility, thereby providing financial
flexibility to fund growth initiatives and for general corporate
purposes.
“The Equity Offerings will provide Savaria with
added flexibility to pursue the Corporation’s future growth
objectives while maintaining a strong balance sheet.” - Marcel
Bourassa, President and Chief Executive Officer of Savaria.
“With this additional investment, CDPQ is
renewing its support for the company to facilitate its expansion
and long-term projects,” said Kim Thomassin, Executive
Vice-President and Head of Québec at CDPQ.
Mr. Marcel Bourassa, as well as his children
Sébastien, Alexandre and Marie-Pierre, all of whom are actively
involved in Savaria, and his brother Jean-Marie Bourassa, a
director of Savaria, have each committed to participate in the
Offering by purchasing, collectively, $3,509,000 worth of Common
Shares, representing 4.4% of the Common Shares to be issued
pursuant to the Equity Offerings without giving effect to the
exercise of the Over-Allotment Option or the Additional
Subscription Option.
The issuance of the Common Shares pursuant to
the Equity Offerings is subject to certain conditions including,
but not limited to, the receipt of all necessary approvals
including the approval of the Toronto Stock Exchange and any
applicable securities regulatory authorities. Closing of the
Offering and the Concurrent Private Placement are expected to occur
concurrently on or about September 22, 2023. The Offering and the
Concurrent Private Placement are conditional upon each other.
No securities regulatory authority has
either approved or disapproved the contents of this press release.
This press release shall not constitute an offer to sell or
solicitation of an offer to buy, nor shall there be any sale of the
Common Shares in any jurisdiction in which such offer, solicitation
or sale would be unlawful. The Common Shares will not be and have
not been registered under the U.S. Securities Act and may not be
offered or sold in the United States absent registration or an
applicable exemption from the registration
requirements.
About Savaria Corporation
Savaria Corporation (savaria.com) is a global
leader in the accessibility industry. It provides accessibility
solutions for the physically challenged to increase their comfort,
their mobility and their independence. Its product line is one of
the most comprehensive on the market. Savaria designs,
manufactures, distributes and installs accessibility equipment such
as stairlifts for straight and curved stairs, vertical and inclined
wheelchair lifts, ceiling lifts and elevators for home and
commercial use. It also manufactures and markets a comprehensive
selection of pressure management products for the medical market,
medical beds for the long-term care market, as well as an extensive
line of medical equipment and solutions for the safe handling of
patients. In addition, Savaria converts and adapts vehicles for
personal and commercial uses. Savaria operates a sales network of
dealers worldwide and direct sales offices in North America, Europe
(UK, Netherlands, Switzerland, Italy, Germany, Poland and Czech
Republic), Australia and China. Savaria employs approximately 2,250
people globally and its plants are located across Canada, the
United States, Mexico, Europe and China.
About CDPQ
At CDPQ, we invest constructively to generate
sustainable returns over the long term. As a global investment
group managing funds for public pension and insurance plans, we
work alongside our partners to build enterprises that drive
performance and progress. We are active in the major financial
markets, private equity, infrastructure, real estate and private
debt. As at June 30, 2023, CDPQ’s net assets totalled CAD 424
billion. For more information, visit cdpq.com, consult our LinkedIn
or Instagram pages, or follow us on X.
CDPQ is a registered trademark owned by Caisse
de dépôt et placement du Québec and licensed for use by its
subsidiaries.
Cautionary Notice Regarding
Forward-Looking Statements
Certain information in this press release may
constitute “forward-looking statements” regarding Savaria,
including, but not limited to, the timing and the conditions to
closing of the Equity Offerings and the expected use of the net
proceeds of the Equity Offerings. Most frequently, but not
invariably, forward-looking statements are identified by the use of
such terms as “plan”, “expect”, “should”, “could”, “budget”,
“expected”, “estimated”, “forecast”, “intend”, “anticipate”,
“believe”, variants thereof (including negative variants) or
statements that certain events, results or shares “could”, “should”
or “will” occur or be achieved. Such statements involve known and
unknown risks, uncertainties and other factors liable to cause
Savaria’s actual results, performance or achievements to differ
materially from those set forth in or underlying the
forward-looking statements. Such factors notably include general,
economic, competitive, political and social uncertainties, the
risks set forth under “Risks and Uncertainties” in Savaria’s latest
Annual MD&A as well as other risks detailed from time to time
in reports filed by Savaria with securities regulators in Canada.
Although Savaria has attempted to identify the key elements liable
to cause actual measures, events or results to differ from those
described in the forward-looking statements, other factors could
have an impact on the reality and produce unexpected results. The
forward-looking statements contained herein are valid at the date
of this press release. Savaria undertakes no obligation to update
forward-looking statements if circumstances or management’s
estimates or opinions should change, except as required by law. As
there can be no assurance that these forward-looking statements
will prove accurate, actual future results and events could differ
materially from those anticipated therein. Accordingly, readers are
strongly advised not to unduly rely on these forward-looking
statements.
For further information:
Marcel BourassaPresident and Chief Executive
Officer1-800-661-5112mbourassa@savaria.com |
Stephen Reitknecht, CPA Chief Financial
Officer1-800-661-5112sreitknecht@savaria.com |
www.savaria.com
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