Laval, Québec, Canada – September 6, 2023 – 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.
-30-
For further information:
Marcel Bourassa |
Stephen Reitknecht, CPA, CA |