/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF UNITED STATES SECURITIES LAW./
CALGARY, June 17, 2015 /CNW/ - TSX Symbol: HNL
Horizon North Logistics Inc. (TSX - HNL) ("Horizon North" or the "Corporation") is pleased to announce that it has entered into a bought-deal financing with a syndicate of underwriters led by Peters & Co. Limited and including National Bank Financial Inc., Scotia Capital Inc., TD Securities Inc., AltaCorp Capital Inc., Clarus Securities Inc., Cormark Securities Inc., FirstEnergy Capital Corp., GMP Securities L.P. and Raymond James Ltd. Horizon North will issue 13,350,000 common shares ("Common Shares") at a price of $3.75 per Common Share for gross proceeds of approximately $50.1 million (the ("Offering"). The Underwriters have been granted an option to purchase up to an additional 15% of the Common Shares issued under this Offering at a price of $3.75 per Common Share to cover over-allotments exercisable in whole or in part at any time until 30 days after the closing for further gross proceeds of $7.5 million which would increase the Offering to approximately $57.6 million if fully exercised.
The Offering will be completed by way of short form prospectus in all of the provinces of Canada other than Quebec and on a private placement basis in the United States pursuant to exemptions from the registration requirements of the U.S. Securities Act of 1933, as amended, (the "U.S. Securities Act"). The Offering is subject to customary conditions including receipt of applicable regulatory approvals, including the approval of the Toronto Stock Exchange, and is expected to close on or about July 8, 2015.
The net proceeds received by Horizon North from the Offering will be used to initially reduce the Corporation's committed credit facility balances which will then be available to fund Horizon North's ongoing capital spending program and for general corporate purposes.
Horizon North previously announced an initial capital spending program for 2015 of $25.0 million which was increased to $30.0 million based on the strength of first quarter 2015 operating results. Horizon North anticipates allocating capital spending towards development of workforce accommodation and housing projects to support recently announced and anticipated LNG projects in British Columbia.
The use of proceeds is consistent with Horizon North's core strategy of focusing on the western Canada and Alaska workforce accommodation market in support of large infrastructure development projects.
The securities offered have not been, and will not be, registered under the U.S. Securities Act or any U.S. state securities laws and may not be offered or sold in the United States absent registration or an available exemption from the registration requirement of the U.S. Securities Act and applicable U.S. state securities laws. This news release does constitute an offer to sell or the solicitation of an offer to buy any Common Shares in the United States, nor shall there be any offer, solicitation or sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Horizon North is also pleased to announce that it Board of Directors has declared a dividend for the third quarter of 2015 at $0.08 per share. The dividend is payable to shareholders of record at the close of business on September 30, 2015 to be paid on October 15, 2015. The dividends are eligible dividends for Canadian tax purposes.
"Horizon North is committed to paying its shareholders a dividend as part of our total returns strategy over the next few years." said Rod Graham, President & Chief Executive Officer. "That said, the quarterly payment of dividends is subject to review and approval by the Board of Directors, and is something that I and our Board will continue to take a hard and disciplined look at each quarter".
About Horizon North
Horizon North is a remote resource development service company that provides workforce accommodation solutions, camp management and catering services, and road and access matting solutions. Horizon North provides these services in support of oil sands development, oil and gas exploration, mining and infrastructure projects throughout Canada's western provinces and northern territories where local infrastructure does not meet project requirements.
The common shares of Horizon North are traded on the Toronto Stock Exchange under the symbol "HNL".
Additional information related to the Corporation, including the Corporation's annual information form, news releases, financial statements and MD&A are available on SEDAR at www.sedar.com
This news release contains forward-looking information that involves known and unknown risks and uncertainties, most of which are beyond Horizon North's control, including, without limitation, those listed under "Risk Factors" and "Forward-Looking Statements" in Horizon North's Annual Information Form and in its other filings available on SEDAR at www.sedar.com. Forward-looking information in this news release includes, but is not limited to, the anticipated use of the net proceeds of the Offering, the completion and the timing of the Offering, the timing and deployment of the Corporation's ongoing capital expenditure program and the payment of a quarterly dividend. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results, performance or achievements could vary materially from those expressed or implied by the forward-looking information. Accordingly, undue reliance should not be placed on this forward-looking information. This forward-looking information is made as of the date of this news release and, other than as required by applicable securities laws, Horizon North does not assume any obligation to update or revise it to reflect new events or circumstances. The forward looking information contained in this news release is expressly qualified by this cautionary statement.
SOURCE Horizon North Logistics Inc.
For further information: Rod Graham, President and Chief Executive Officer or Scott Matson, Vice President Finance and Chief Financial Officer, 1600, 505 - 3rd Street S.W., Calgary, Alberta T2P 3E6; Telephone (403) 517-4654, Fax: (403) 517-4678; website: www.horizonnorth.ca