Acasta Enterprises Inc. Files Preliminary Prospectus For Initial Public Offering

/NOT FOR DISTRIBUTION TO U.S. NEWSWIRES OR DISSEMINATION IN THE UNITED STATES/

All values are in Canadian dollars unless otherwise indicated.

TORONTO, June 24, 2015 /CNW/ - Acasta Capital Inc. ("Acasta") and Acasta Enterprises Inc. (the "Corporation") announce that the Corporation has filed a preliminary prospectus with the securities regulatory authorities in each of the provinces and territories of Canada in respect of the Corporation's initial public offering (the "Offering") of $275,000,000 of Class A Restricted Voting Units. The Corporation is a newly organized special purpose acquisition corporation formed for the purpose of effecting a qualifying acquisition.

Acasta, a boutique merchant bank and advisory firm based in Toronto, Ontario, is the sponsor of the Corporation.

The Corporation's founders, comprised of its board of directors, advisors, management and principals of Acasta, are:

  • Anthony Melman (Director), Partner, President and Chief Executive Officer of Acasta, and Chief Executive Officer of the Corporation;
  • Belinda Stronach (Director), Partner and Chairman of Acasta and President of The Stronach Group;
  • Geoff Beattie (Director), Chief Executive Officer of Generation Capital and Chairman of Relay Ventures;
  • Johan Eliasch (Director), Chairman and CEO of Head N.V.;
  • Calin Rovinescu (Director), President and Chief Executive Officer of Air Canada, and Chairman of the Star Alliance Chief Executive Board;
  • Hunter Harrison (Advisor), Chief Executive Officer of Canadian Pacific Railway Limited and Canadian Pacific Railway Company;
  • Rick Waugh (Advisor), Vice-Chair/Chair Elect to the Board of Governors, York University and former Deputy Chairman, President and Chief Executive Officer of The Bank of Nova Scotia;
  • Richard Smith, Chief Financial Officer and Chief Operating Officer of the Corporation;
  • Andrew Dale, Partner and Vice-President of Acasta;
  • Mark Entwistle, Partner and Managing Director of Acasta;
  • Michael Liebrock, Partner and Managing Director of Acasta; and
  • Alexander Singh, Partner, Managing Director, General Counsel and Secretary of Acasta, and Secretary of the Corporation.

The Corporation may appoint additional directors and/or advisors prior to the closing of the Offering.

The Corporation intends to focus its search on businesses that operate primarily in North America with an enterprise value of between $1 billion and $2 billion. The qualifying acquisition target is expected to be proprietary in nature, non-marketed and not easily recognizable. The Corporation's investment philosophy is to acquire companies with unique opportunities for long-term value creation through the implementation of strategic, financial and operational plans, leading to transformational change and operating excellence.

The Corporation's founders intend to purchase an aggregate of 1,100,000 Class B Units at an offering price of $10.00 per Class B Unit for an aggregate purchase price of $11,000,000. Closing of the founder investment will occur simultaneously with the closing of the Offering. Each Class B Unit consists of one Class B Share and one-half of a warrant (a "Warrant"). Each whole Warrant entitles the holder thereof to purchase one Class B Share of the Corporation for a purchase price of $11.50 during the period commencing on the closing date of a qualifying acquisition and ending five years thereafter. In the event that the offering size is increased, the Corporation's founders have indicated their intention to invest up to $15,800,000 in Class B Units.

Each Class A Restricted Voting Unit has an offering price of $10.00 and consists of one Class A Restricted Voting Share and one-half of a Warrant. Upon certain events, the Class A Restricted Voting Shares forming part of the Class A Restricted Voting Units, will be redeemable by holders for a pro-rata portion of the escrow account, net of taxes payable and other prescribed amounts, as further described in the preliminary prospectus. The proceeds from the distribution of the Class A Restricted Voting Units will be deposited into an escrow account and will only be released upon the successful closing of a qualifying acquisition.

The Offering is being distributed by a syndicate of underwriters led by BMO Capital Markets, TD Securities Inc. and Canaccord Genuity Corp.  

Goodmans LLP is acting as Canadian legal counsel to Acasta and the Corporation, Stikeman Elliott LLP is acting as Canadian legal counsel to the underwriters, and Fried, Frank, Harris, Shriver & Jacobson LLP is acting as United States legal counsel to Acasta, the Corporation and the underwriters.

A preliminary prospectus containing important information relating to these securities has been filed with securities commissions or similar authorities in each of the provinces and territories of Canada. The preliminary prospectus is still subject to completion or amendment. Copies of the preliminary prospectus may be obtained from any of the underwriters listed above. There will not be any sale or any acceptance of an offer to buy the securities until a receipt for the final prospectus has been issued.

The preliminary prospectus has not yet become final for the purpose of a distribution of securities to the public. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale or acceptance of an offer to buy these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the time a receipt for the final prospectus or other authorization is obtained from the securities commission or similar authority in such jurisdiction. This press release is not an offer of securities for sale in the United States, and the securities may not be offered or sold in the United States absent registration or an exemption from registration. The securities have not been and will not be registered under the United States Securities Act of 1933. Copies of the preliminary prospectus will be available on SEDAR at www.sedar.com.

Completion of the Corporation's initial public offering is subject to the receipt of customary approvals, including regulatory approvals.

About Acasta Enterprises Inc.
Acasta Enterprises Inc. is a newly organized special purpose acquisition corporation incorporated under the laws of the Province of Ontario for the purpose of effecting a qualifying acquisition.

About Acasta Capital Inc.
Acasta is the sponsor of the Corporation. Acasta is a boutique merchant bank and advisory firm based in Toronto, Ontario, formed to bring together individuals with unique experiences and track records to create value for clients and partners based on inventive and actionable ideas. Acasta's principals are figures who have operated at senior levels of asset management, politics, and commerce within the international business community, and have global networks across numerous sectors. Visit Acasta Capital Inc. at www.acastacapital.com.

Forward-Looking Statements
This press release may contain forward-looking information within the meaning of applicable securities legislation, which reflects Acasta's and the Corporation's current expectations regarding future events. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond Acasta's or the Corporation's control, that could cause actual results and events to differ materially from those that are disclosed in or implied by such forward-looking information. Such risks and uncertainties include, but are not limited to, failure to complete the Offering and related transactions, and the factors discussed under "Risk Factors" in the preliminary prospectus of the Corporation dated June 24, 2015. Neither Acasta nor the Corporation undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.

SOURCE Acasta Enterprises Inc.

For further information: Mark Entwistle, Managing Director, Acasta Capital Inc., (416) 531-9497


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