Not for distribution to U.S. newswire services or for dissemination in
the United States
HALIFAX, Jan. 13, 2014 /CNW/ - Clearwater Seafoods Incorporated (TSX:
CLR) ("the Company" or "Clearwater") is pleased to announce that it has entered into an agreement with a
syndicate of investment dealers co-led by Cormark Securities Inc. and
Beacon Securities Limited (the "Underwriters") pursuant to which the Underwriters have agreed to purchase 3,530,000
common shares ("Shares") from the treasury of the Company, at a price of $8.50 per Share and
offer them to the public by way of short form prospectus (the "Offering").
In addition, the Company has granted the Underwriters an option ("Over-Allotment Option") to purchase up to an additional 529,500 Shares from the treasury of
the Company at the offering price exercisable at any time up to 30 days
following Closing (as defined below), for market stabilization purposes
and to cover over-allotments, if any.
The net proceeds of the Offering will be used for growth opportunities
and general working capital.
Closing of the Offering is expected to occur on or about February 4,
2014 and is subject to regulatory approval including that of the
Toronto Stock Exchange.
The Shares to be issued under the Offering will be offered by way of a
short form prospectus in each of the provinces of Canada, except
Québec, and may be offered in the United States on a private placement
basis pursuant to an exemption from the registration requirements of
the United States Securities Act of 1933, as amended, and certain other jurisdictions.
This news release does not constitute an offer of securities for sale in
the United States. The securities being offered have not been, nor
will they be, registered under the United States Securities Act of
1933, as amended, and such securities may not be offered or sold within
the United States absent U.S. registration or an applicable exemption
from U.S. registration requirements.
COMMENTARY REGARDING FORWARD-LOOKING STATEMENTS
This news release may contain "forward-looking information" as defined
in applicable Canadian securities legislation. All statements other
than statements of historical fact, included in this release,
including, without limitation, statements regarding future plans and
objectives of Clearwater, constitute forward-looking information that
involve various known and unknown risks, uncertainties, and other
factors outside management's control. Forward-looking information is
based on a number of factors and assumptions which have been used to
develop such information but which may prove to be incorrect including,
but not limited to, total allowable catch levels, selling prices,
weather, exchange rates, fuel and other input costs. There can be no
assurance that such information will prove to be accurate and actual
results and future events could differ materially from those
anticipated in such forward-looking information.
For additional information with respect to risk factors applicable to
Clearwater, reference should be made to Clearwater's continuous
disclosure materials filed from time to time with securities
regulators, including, but not limited to, Clearwater's Annual
Information Form. The forward-looking information contained in this
release is made as of the date of this release and Clearwater does not
undertake to update publicly or revise the forward-looking information
contained in this release, whether as a result of new information,
future events or otherwise, except as required by applicable securities
No regulatory authority has approved or disapproved the adequacy or
accuracy of this news release.
Clearwater is one of North America's largest vertically integrated
seafood companies and the largest holder of shellfish licenses and
quotas in Canada. It is recognized globally for its superior quality,
food safety, diversity of species and reliable worldwide delivery of
premium wild, eco-certified seafood, including scallops, lobster,
clams, coldwater shrimp, crab and groundfish.
Since its founding in 1976, Clearwater has invested in science, people
and technological innovation as well as resource ownership and
management to sustain and grow its seafood resource. This commitment
has allowed it to remain a leader in the global seafood market and in
sustainable seafood excellence.
Image with caption: "Logo (CNW Group/Clearwater Seafoods Incorporated)". Image available at: http://photos.newswire.ca/images/download/20140113_C8238_PHOTO_EN_35463.jpg
SOURCE: Clearwater Seafoods Incorporated
For further information:
Robert Wight, Chief Financial Officer, Clearwater, (902) 457-2369; Tyrone Cotie, Treasurer, Clearwater, (902) 457-8181