CALGARY, ALBERTA--(Marketwired - July 16, 2015) -
NOT FOR DISTRIBUTION IN THE UNITED STATES. FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF UNITED STATES SECURITIES LAW.
Alaris Royalty Corp. ("Alaris" or the "Corporation") (TSX:AD) is pleased to announce that it has closed its previously announced short-form bought deal prospectus offering of common shares ("Common Shares") of the Corporation (the "Offering"). The Offering was completed through a syndicate of underwriters (the "Underwriters") with Acumen Capital Finance Partners Limited and RBC Capital Markets Inc. as joint book runners, and including Cormark Securities Inc., National Bank Financial Inc., Raymond James Ltd. and Canaccord Genuity Corp. The Offering consisted of 3,771,655 Common Shares issued at a price of $30.50 per Common Share (including 491,955 Common Shares issued pursuant to an over-allotment option that was exercised in full by the Underwriters) for gross proceeds of $115,035,477.50.
The net proceeds of the Offering will be used to repay an aggregate of $109,608,881 of outstanding indebtedness under the Corporation's $150,100,000 credit facility (the "Facility"), which was previously used to fund investments in new and existing private company partners ("Private Company Partners"). Following the Offering, the Corporation expects to have approximately $34.0 million of indebtedness outstanding under the Facility.
The Corporation provides alternative financing to Private Company Partners in exchange for royalties or distributions from the Private Company Partners, with the principal objective of generating stable and predictable cash flows for dividend payments to its shareholders. Royalties or distributions to Alaris from the Private Company Partners are structured as a percentage of a "top line" financial performance measure such as gross margin, same clinic sales, gross revenues and same-store sales and rank in priority to the owners' common equity position.
This press release does not constitute an offer of Common Shares for sale in the United States. The Common Shares have not been registered under the United States Securities Act of 1933, (the "1933 Act") as amended, and may not be offered or sold within the United States absent registration or an exemption from registration under the 1933 Act. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.
Neither the TSX nor its Regulation Services Provider (as that term is defined in the policies of the TSX) accepts responsibility for the adequacy or accuracy of this release.
Certain information regarding the Corporation contained herein may constitute forward-looking statements under applicable securities law. Statements other than statements of historical fact contained in this news release may be forward-looking statements, including, without limitation, management's expectations, intentions and beliefs concerning the use of proceeds of the Offering and the Corporation's expectation regarding its outstanding indebtedness following closing of the Offering. These statements can be identified by looking for words such as "believe", "expects", "will", "intends", "projects", "anticipates", "estimates", "continues" or similar words or the negative thereof. Such statements are based on certain assumptions and are subject to known or unknown risks and uncertainties that may cause actual results to differ materially from those anticipated or implied in the forward-looking statements. Such assumptions, risks and uncertainties underlying Alaris' forward-looking statements have been identified in Alaris' continuous disclosure documents filed on the Corporation's profile on www.sedar.com, including, without limitation, Alaris' annual information form for the year ended December 31, 2014.