CALGARY, ALBERTA--(Marketwire - May 18, 2010) -
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Alaris Royalty Corp. ("Alaris" or the "Corporation") (TSX:AD) is pleased to announce that it has closed its previously announced short-form prospectus offering of common shares ("Common Shares") of the Corporation (the "Offering"), on a bought-deal basis, through a syndicate of underwriters (the "Underwriters") led by Acumen Capital Finance Partners Limited and including CIBC World Markets Inc., Raymond James Ltd., Canaccord Genuity Corp. and Cormark Securities Inc., resulting in gross proceeds of $16,560,000. The Offering consisted of 1,840,000 Common Shares (of which 240,000 were issued pursuant to an over-allotment option granted to the Underwriters that was exercised in full) issued at a price of $9.00 per Common Share.
The net proceeds of the Offering will be used as follows: (i) to acquire additional preferred limited partnership units in LifeMark Health Limited Partnership ("LifeMark") in support of its growth program; (ii) to acquire additional preferred limited partnership units in KMH Limited Partnership ("KMH") as contemplated by the previously announced partnership with and contribution to KMH; (iii) to repay approximately $5.3 million of Alaris' subordinated debt owing to one of its directors and its largest shareholder, Mr. Clayton H. Riddell, or entities controlled by him; and (iv) for general working capital purposes.
Stephen W. King, President and Chief Executive Officer of Alaris noted, "This was a very meaningful transaction for Alaris. We improved our diversification with the addition of the KMH partnership and expect to increase our revenue by more than 10% in the 12 months following the LifeMark and KMH transactions, without adding any ongoing costs."
The securities offered pursuant to the Offering have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States absent registrations or an exemption from the registration requirements. This release does 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.
The Corporation provides alternative financing for a diversified group of private businesses ("Private Company Partners") in exchange for royalties or distributions from the Private Company Partners, with the principle objective of generating stable and predictable cash flows for dividend payments to its shareholders. Royalties or distributions from the Private Company Partners are structured as a percentage of "top line" financial performance measures such as gross margin and same store sales and rank in priority to the owners and other equity positions.
Forward Looking Statements
This press release contains forward-looking statements and forward-looking information within the meaning of applicable Canadian securities legislation (collectively, "forward-looking statements"). Specifically, this press release contains forward-looking statements relating to the use of proceeds of the Offering and the increase to Alaris' revenues following the LifeMark and KMH transactions. The forward-looking statements are based on certain key expectations and assumptions made by Alaris, including, without limitation, assumptions concerning the use of proceeds, the closing of the subscriptions for additional preferred units in LifeMark and KMH, and the performance of the Private Company Partners, which expectations and assumptions management of Alaris believes to be reasonable at this time. Although Alaris believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable at the date of this press release, undue reliance should not be placed on the forward-looking statements and information as Alaris can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties, including, but not limited to, a risk that the LifeMark and KMH transactions may not close. Additionally, the intended use of the proceeds of the Offering by Alaris may change if the board of directors of Alaris determines that it would be in the best interests of Alaris to deploy the proceeds for some other purpose.
The forward-looking statements contained in this press release are made as of the date hereof and Alaris undertakes no obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.