Callidus Capital Corporation Completes $252 Million Initial Public Offering
/NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES/
TORONTO, April 23, 2014 /CNW/ - Callidus Capital Corporation ("Callidus") (TSX: CBL), a provider of flexible and innovative asset-based loans, is pleased to announce that it has successfully completed an initial public offering (the "Offering") of 18,000,000 common shares of Callidus ("Common Shares") at a price of $14.00 per Common Share for aggregate gross proceeds of $252 million.
The Common Shares trade on the Toronto Stock Exchange under the symbol "CBL". Upon closing of the Offering there are 45,991,297 Common Shares issued and outstanding.
Callidus has also entered into a new loan financing and servicing agreement (the "Credit Facility"). The Credit Facility provides for a revolving credit facility in an amount up to US$200 million. The revolving period is for an initial period of two years (and may be extended upon mutual agreement of parties) and the amortization period will be for a period of two years following the last day of the revolving period.
Catalyst Fund Limited Partnership II (together with a parallel fund), Catalyst Fund Limited Partnership III and Catalyst Fund Limited Partnership IV (the "Catalyst Funds") which are managed by The Catalyst Capital Group Inc. ("CCGI") benefically own 27,991,297 Common Shares, representing approximately 60.86% of the outstanding Common Shares. In connection with the Offering, the Catalyst Funds and CCGI entered into lock-up agreements pursuant to which they agreed not to sell any of the Common Shares for a period of either (i) 180 days; or (ii) the later of two years after the date hereof and the date on which CCGI or its affiliates would become entitled to such Common Shares pursuant to the provisions of the partnership agreement of the applicable Catalyst Fund (or, if CCGI does not become entitled to such Common Shares with respect to a particular Catalyst Fund, on the date such fund has disposed of substantially all of its investments), following the date hereof, subject to certain limited exceptions.
The Offering was made through a syndicate of underwriters led by Canaccord Genuity Corp. and including CIBC World Markets Inc., TD Securities Inc., National Bank Financial Inc., GMP Securities L.P., Desjardins Securities Inc., and Dundee Securities Ltd. (collectively, the "Underwriters").
The Underwriters have been granted an over-allotment option (the "Over-Allotment Option") to purchase up to an additional 2,700,000 common shares from Callidus at a price of $14.00 per share. If the Over-Allotment Option is exercised in full, the aggregate gross proceeds to Callidus pursuant to the Offering will increase to $289.8 million. The Over-Allotment Option can be exercised for a period of 30 days from the date hereof.
No securities regulatory authority has either approved or disapproved the contents of this press release. This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities of Callidus Capital Corporation in any jurisdiction in which such offer, solicitation or sale would be unlawful. These securities have not been and will not be registered under the United States Securities Act of 1933, as amended or any U.S. state securities law and may not be offered or sold in the United States except in compliance with the registration requirements of said Act and applicable U.S. state securities laws or pursuant to an exemption therefrom.
About Callidus Capital Corporation
Established in 2003, Callidus Capital Corporation is a Canadian company that specializes in innovative and creative financing solutions for companies that are unable to obtain adequate financing from conventional lending institutions. Unlike conventional lending institutions who demand a long list of covenants and make credit decisions based on cash flow and projections, Callidus credit facilities have few, if any, covenants and are based on the value of the company's assets, its enterprise value and borrowing needs. Callidus employs a proprietary system of monitoring collateral and exercising control over the cash inflow and outflows of each borrower, enabling Callidus to very effectively manage any risk of loss.
Certain statements made herein contain forward-looking information, including statements concerning the exercise of the Over-Allotment Option and the related increase in the aggregate gross proceeds to Callidus under the Offering. Although Callidus believes these statements to be reasonable, the assumptions upon which they are based may prove to be incorrect. Furthermore, the forward-looking statements contained in this press release are made as at the date of this press release and Callidus does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities laws.
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