Dorel Industries Inc. Announces Closing of US$105 Million Bought-Deal Offering of 5.50% Extendible Convertible Unsecured Subordinated Debentures
07 Oct, 2014, 09:18 ET
TSX: DII.B, DII.A
This release is intended for distribution in Canada only and is not intended for distribution to United States newswire services or for dissemination in the United States/CNW Telbec/ - Dorel Industries Inc. ("Dorel") (TSX: DII.B, DII.A) is pleased to announce that it has closed its previously-announced bought-deal public offering of extendible convertible unsecured subordinated debentures due November 30, 2019 (the "Debentures") in an aggregate principal amount of US$105 million (the "Offering"). The Debentures have been approved for listing on the Toronto Stock Exchange and will commence trading today under the symbol "DII.DB.U".
MONTREAL, Oct. 7, 2014 The Debentures were sold to a syndicate of underwriters co-led by RBC Capital Markets and BMO Capital Markets, acting as joint book-runners, and including CIBC World Markets Inc., TD Securities Inc., Desjardins Securities Inc., HSBC Securities (Canada) Inc. and BNP Paribas (Canada) Securities Inc.
The Debentures are direct, subordinated, unsecured obligations of Dorel and rank equally with one another and with all other existing and future unsecured indebtedness of Dorel (other than Senior Indebtedness, as that term is defined in the trust indenture governing the Debentures). The Debentures bear interest at a rate of 5.50% per annum, payable in US dollars semi-annually on May 31 and November 30 each year, commencing on May 31, 2015. The Debentures are convertible after the Initial Maturity Date (as referred to below) at the holder's option into Dorel Class B Subordinate Voting Shares at a conversion price of US$46.75 per share, representing a conversion rate of 21.3904 Dorel shares per US$1,000 principal amount of Debentures.
Dorel intends to use the net proceeds of the Offering to fund part of the acquisition price of its previously-announced proposed acquisition of the juvenile business of Hong Kong-based Lerado Group, a juvenile product manufacturer in China specializing in the design and manufacture of a wide range of infant and juvenile products (the "Lerado Acquisition").
Dorel has granted the underwriters an option to purchase up to an additional US$15 million aggregate principal amount of Debentures, on the same terms and conditions, exercisable in whole or in part at any time not later than the earlier of the 30th day from today and the occurrence of a Termination Event, as referred to below.
The maturity date of the Debentures will initially be the date upon which a Termination Event (as defined below) occurs, which will be no later than December 31, 2014 (the "Initial Maturity Date"). If the Lerado Acquisition is completed prior to the occurrence of a Termination Event, the maturity date of the Debentures will be automatically extended to November 30, 2019. If a Termination Event occurs, the Debentures will mature on the Initial Maturity Date and Dorel will repay to holders the aggregate principal amount of outstanding Debentures together with accrued and unpaid interest thereon up to, but excluding, the Initial Maturity Date. In the circumstance where Dorel has not completed the Lerado Acquisition, the term "Termination Event" means the occurrence of either (i) 5:00 p.m. (Montreal time) on December 31, 2014; or (ii) 5:00 p.m. (Montreal time) on the third business day following the date of an announcement by Dorel to the public by way of press release that the agreement relating to the Lerado Acquisition has been terminated or that Dorel does not intend to proceed with the Lerado Acquisition.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.
Dorel Industries Inc. (TSX: DII.B, DII.A) is a world class juvenile products and bicycle company. Dorel's powerfully branded products include global Juvenile brands Safety 1st, Quinny, Maxi-Cosi, Bébé Confort and Tiny Love, complemented by regional brands such as Cosco and Infanti. In Recreational/Leisure, brands include Cannondale, Schwinn, GT, Mongoose, Caloi, IronHorse and SUGOI. Dorel's Home Furnishings segment markets a wide assortment of both domestically produced and imported furniture products, principally within North America. Dorel has annual sales of US$2.4 billion and employs approximately 6,400 people in facilities located in twenty-five countries worldwide.
Caution Regarding Forward Looking Statements
Certain statements included in this press release may constitute "forward-looking statements" within the meaning of applicable Canadian securities legislation. Except as may be required by Canadian securities laws, Dorel does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Forward-looking statements, by their very nature, are subject to numerous risks and uncertainties and are based on several assumptions which give rise to the possibility that actual results could differ materially from Dorel's expectations expressed in or implied by such forward-looking statements and that the objectives, plans, strategic priorities and business outlook may not be achieved. As a result, Dorel cannot guarantee that any forward-looking statement will materialize, including the proposed Lerado Acquisition, or if any of them do, what benefits Dorel will derive from them. Forward-looking statements are provided in this press release for the purpose of giving information about Management's current expectations and plans and allowing investors and others to get a better understanding of Dorel's operating environment. However, readers are cautioned that it may not be appropriate to use such forward-looking statements for any other purpose.
Forward-looking statements made in this press release are based on a number of assumptions that Dorel believed were reasonable on the day it made the forward-looking statements. Factors that could cause actual results to differ materially from Dorel's expectations expressed in or implied by the forward-looking statements include: general economic conditions; changes in product costs and supply channels; foreign currency fluctuations; customer and credit risk, including the concentration of revenues with few customers; costs associated with product liability; changes in income tax legislation or the interpretation or application of those rules; the continued ability to develop products and support brand names; changes in the regulatory environment; continued access to capital resources and the related costs of borrowing; changes in assumptions in the valuation of goodwill and other intangible assets; and there being no certainty that Dorel's current dividend policy will be maintained. These and other risk factors that could cause actual results to differ materially from expectations expressed in or implied by the forward-looking statements are discussed in Dorel's annual Management Discussion and Analysis and Annual Information Form filed with the applicable Canadian securities regulatory authorities. The risk factors outlined in the previously-mentioned documents are specifically incorporated herein by reference.
Dorel cautions readers that the risks described above are not the only ones that could impact it. Additional risks and uncertainties not currently known to Dorel or that Dorel currently deems to be immaterial may also have a material adverse effect on Dorel's business, financial condition or results of operations. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual results.
SOURCE: Dorel Industries Inc.
For further information: MaisonBrison Communications, Rick Leckner, (514) 731-0000; Dorel Industries Inc., Jeffrey Schwartz, (514) 934-3034
Share this article