/NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S.
This news release does not constitute an offer to sell or a solicitation
of an offer to buy any of the securities in the United States. The
securities have not been and will not be registered under the United
States Securities Act of 1933, as amended (the "U.S. Securities Act")
or any state securities laws and may not be offered or sold within the
United States or to U.S. Persons unless registered under the U.S.
Securities Act and applicable state securities laws or an exemption
from such registration is available.
TORONTO, June 18, 2013 /CNW/ - Element Financial Corporation (TSX:EFN)
("Element" or the "Company"), one of North America's leading
independent equipment finance companies, announced today that it has
closed its previously announced Special Warrant financing.
Element issued, on a private placement bought deal basis, 29,612,500
Special Warrants at a price of $10.15 per Special Warrant for gross
proceeds of $300,566,875 (the "Offering"). Each Special Warrant
entitles the holder to receive, upon exercise or deemed exercise
thereof, for no additional consideration, one Common Share in the
capital of Element.
The Offering was co-led by GMP Securities L.P., BMO Capital Markets and
Barclays and included Scotiabank, National Bank Financial Inc., RBC
Capital Markets, TD Securities Inc., Cormark Securities Inc. and
Manulife Securities Inc. (collectively, the "Underwriters"). The
Offering included the exercise in full by the Underwriters of a 15%
over-allotment option for an additional 3,862,500 Special Warrants.
The Special Warrants will be deemed to be exercised upon the earlier of:
(i) a date that is no later than the fifth business day after the date
of issuance of a receipt for a final prospectus qualifying the issuance
of Common Shares underlying the Special Warrants; and (ii) four months
and one day following the closing of the Offering. Element has agreed
to use commercially reasonable best efforts to file a prospectus
qualifying the issuance of the Common Shares underlying the Special
Warrants within 75 days of closing of the Offering.
The proceeds of the Offering will be used to partially fund the
previously announced acquisition of GE Capital's Canadian fleet
portfolio and Element's future growth as well as for general corporate
purposes. Subject to the satisfaction of all closing conditions, the
company anticipates closing this acquisition transaction as planned by
the end of June.
"Thanks to the continued support of our equity investors, the funding
raised through this Offering will enable Element to add further depth
and scope to our domestic fleet management business at the same time
that it provides us with a broad foundation on which to build a
powerful strategic cross-border fleet management alliance with GE
Capital," said Steven K. Hudson, Element's Chairman and Chief Executive
About Element Financial Corporation
With total assets of approximately $2.0 billion, Element Financial
Corporation is Canada's leading independent equipment finance company.
Element operates nationally in three segments of the equipment finance
market - Element Capital provides large ticket equipment leasing,
Element Finance serves the mid-ticket equipment finance market and
Element Fleet provides vehicle fleet leasing and management solutions
through the Company's TLS Fleet Management division.
Forward Looking Statements
This release includes forward-looking statements regarding Element and
its business. Such statements are based on the current expectations and
views of future events of Element's management. In some cases the
forward-looking statements can be identified by words or phrases such
as "may", "will", "expect", "plan", "anticipate", "intend",
"potential", "estimate", "believe" or the negative of these terms, or
other similar expressions intended to identify forward-looking
statements. The forward-looking events and circumstances discussed in
this release , including the expected completion of the acquisition of
GE Capital's Canadian fleet portfolio; the intention of Element to file
a prospectus qualifying the Common Shares issuable pursuant to the
Special Warrants; the integration of GE Capital's Canadian fleet
portfolio into Element and any synergies related thereto and the
anticipated growth of the Element business; as well as the intended use
of proceeds from the Offering may not occur and could differ
materially as a result of known and unknown risk factors and
uncertainties affecting the company. No forward-looking statement can
be guaranteed. Forward-looking statements and information by their
nature are based on assumptions and involve known and unknown risks,
uncertainties and other factors which may cause our actual results,
performance or achievements, or industry results, to be materially
different from any future results, performance or achievements
expressed or implied by such forward-looking statement or information.
Accordingly, readers should not place undue reliance on any
forward-looking statements or information. Except as required by
applicable securities laws, forward-looking statements speak only as of
the date on which they are made and Element undertakes no obligation to
publicly update or revise any forward-looking statement, whether as a
result of new information, future events, or otherwise.
SOURCE: Element Financial Corporation
For further information:
Senior Vice President
(416) 386-1067 ext. 313
Chief Financial Officer
(416) 386-1067 ext. 225