LAVAL, QUEBEC – Savaria Corporation ( “Savaria” or the “Company”) (TSX: SIS) is pleased to announce that following its press release dated 1 st May 2017 , The Company entered into a revised agreement with a syndicate of underwriters led by National Bank Financial Inc. And GMP Securities LP, and including Laurentian Bank Securities Inc., Cormark Securities Inc., PI Financial Corp. As well as TD Securities Inc. (Collectively, the “Underwriters”) to increase the size of the previously announced private placement of C $ 27.8 million. Pursuant to the terms of the revised agreement, the Underwriters have agreed to acquire, on a private placement basis, 2,760,000 Subscription Receipts from the Company at a price of Cdn $ 13.90 per Subscription Receipt (the “Offer Price”) for gross proceeds of $ 38,364,000 (” Increased “). No option to purchase additional Subscription Receipts is granted to the Underwriters under the terms of the Enhanced Offer.
Marcel Bourassa, President and Chief Executive Officer of Savaria, and Jean-Marie Bourassa, Chief Financial Officer of Savaria, jointly increased their commitment to subscribe for subscription receipts, increasing their commitment from 200,000 subscription receipts to 276,000 subscription receipts at the bid price, or 10% of the subscription receipts sold in accordance with the increased bid.
The Company will use the net proceeds of the enhanced offer to partially fund the purchase price payable pursuant to the terms of the agreement dated May 1 , 2017 (the “Acquisition Agreement”) with Span-America Medical Systems, Inc. (“Span-America”) (“NASDAQ: SPAN”) pursuant to which Savaria will acquire Span-America through a takeover bid of US $ 29.00 per share for a total of approximately 80 , US $ 2 million (or C $ 109.5 million) (the “Transaction”).
Subscription receipts are convertible on the basis of one common share of Savaria (“Common Shares”) for each Subscription Receipt without any additional consideration and without further action following the completion of the take-over bid. The gross proceeds of the Offer (less 50% of the sales charge and other fees) will be deposited in trust with Computershare Trust Company of Canada for delivery to the Company once the terms of the transaction have been met. Holders of Subscription Receipts will also receive upon conversion of the Subscription Receipts into Common Shares an amount equal to any dividend declared by Savaria and payable to the holders of Common Shares in the form of a special interest payment,
If the terms of the transaction are not satisfied as of September 1, 2017 or the Acquisition Agreement is terminated in any other way, the gross proceeds of the increased Offer will be returned to the holders of the Subscription Receipts with interest.
Closing of the Increased Offer is expected to occur on or about May 18, 2017 and is subject to certain terms and conditions, including but not limited to receipt of all necessary approvals, including approval by the Exchange Of Toronto.
The Subscription Receipts will be sold in Canada in a private placement to “accredited investors” under NI 45-106 and in accordance with certain other prospectus exemptions. The Subscription Receipts that will be offered under the Enhanced Offer have not been, and will not be, registered under the United States Securities Act of 1933 As amended, and may not be offered or sold in the United States absent registration or applicable exemption from registration requirements. This press release does not constitute an offer to sell or a solicitation of an offer to buy or an offer, solicitation or sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Savaria Corporation ( www.savaria.com ) is one of the North American leaders in the accessibility industry. It offers solutions to people with reduced mobility to help them regain their mobility and freedom. The diversity of its product range is one of the most complete on the market. Savaria designs, manufactures, distributes and installs accessibility equipment such as straight and curved staircase seats, vertical and inclined lifting platforms, and residential and commercial elevators. It also converts and adapts vehicles to make them wheelchair accessible. In addition, it operates a network of franchisees and corporate stores, New and recycled accessibility, and in some stores, vehicle conversions are made. Savaria has a plant located in Huizhou, China, which increases its competitive advantage. The Company makes nearly 60% of its sales outside Canada, mainly in the United States. It has a sales network of approximately 400 retailers and affiliates in North America and employs some 500 people. Its main business locations are located in Laval (Quebec), Brampton (Ontario) and Huizhou (China). It has a sales network of approximately 400 retailers and affiliates in North America and employs some 500 people. Its main business locations are located in Laval (Quebec), Brampton (Ontario) and Huizhou (China). It has a sales network of approximately 400 retailers and affiliates in North America and employs some 500 people. Its main business locations are located in Laval (Quebec), Brampton (Ontario) and Huizhou (China).
This news release contains statements that constitute “forward-looking information” or “forward-looking statements” (collectively, “forward-looking information”) within the meaning of applicable securities laws. Forward-looking information is often, but not always, recognized by the use of words such as “anticipate”, “believe”, “expect”, “plan”, “intend”, “target” , “Could”, “should”, “should” or similar words suggesting future outcomes or wording implying the possibility of a given outlook.
The forward-looking information included in this release is based on the Company’s current beliefs, assumptions and information currently available to it. Although the Company considers these assumptions to be reasonable based on the information currently available to it, they may prove to be inaccurate.
By its nature, the forward-looking information included in this press release contains inherent risks and uncertainties, both general and specific, and the risks that predictions, forecasts, projections and other forward-looking information are not being achieved. The reader is cautioned not to place undue reliance on this forward-looking information as a number of important factors could cause actual results to differ materially from those expressed in such forward-looking information. These factors include, among other things, the risks associated with obtaining required securityholder approvals to permit completion of the transaction in accordance with its terms. The reader is cautioned that the foregoing list of factors that may affect future results is not exhaustive. For information about other known risks and uncertainties and other important factors that could cause actual results to differ materially from those projected in the forward-looking information, please refer to Risks and Uncertainties “in Savaria’s most recent Management’s Discussion and Analysis, available at www.sedar.com . When relying on forward-looking information to make decisions about Savaria, investors and others should carefully consider the above factors and, Other uncertainties and potential events. In addition, the forward-looking information contained in this press release is made as of the date of this press release and the Company undertakes no obligation to publicly update or revise any forward-looking information. Either as a result of new information, future events or otherwise, except as may be required by applicable law. The forward-looking information contained in this press release refers specifically to this cautionary statement. Forward-looking information, whether as a result of new information, future events or otherwise, except as may be required by applicable law. The forward-looking information contained in this press release refers specifically to this cautionary statement. Forward-looking information, whether as a result of new information, future events or otherwise, except as may be required by applicable law. The forward-looking information contained in this press release refers specifically to this cautionary statement.
Source: Savaria Corporation