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MONTREAL, Aug. 15, 2019 /CNW Telbec/ - Lightspeed POS Inc. ("Lightspeed" or the "Company") (TSX: LSPD) today announced that it has entered into an underwriting agreement with certain selling shareholders and a syndicate of Underwriters (as defined below) in connection with its previously announced marketed offering of subordinate voting shares (the "Offering").
The Underwriters have agreed to purchase, at a price of $35.00 per share, an aggregate of 5,399,602 subordinate voting shares from (a) DHIDasilva Holdings Inc., an entity controlled by Dax Dasilva, Lightspeed's founder and Chief Executive Officer, (b) Caisse de dépôt et placement du Québec, (c) Inovia Capital (through entities controlled by them) and (d) certain members of Lightspeed's management (collectively, the "Selling Shareholders"). The Selling Shareholders have also granted the Underwriters an over‑allotment option, exercisable for a period of 30 days from the date of the closing of the Offering, to purchase up to an additional 809,940 subordinate voting shares from the Selling Shareholders. Lightspeed will not receive any of the proceeds of the Offering. The Selling Shareholders have agreed to a customary lock-up period of 90 days following closing of the Offering, during which time they will be restricted from disposing of any further securities of Lightspeed without the prior consent of the Joint Bookrunners (as defined below). All of the existing lock-up arrangements entered into at the time of the Company's initial public offering will continue to remain in full force and effect in accordance with the terms set forth therein.
The Company also announced that, due to current market conditions, it has decided not to proceed with its previously announced treasury offering of 1,160,000 subordinate voting shares. The Company remains well capitalized, with US$191.4 million in cash on hand as at June 30, 2019, and no debt.
The Offering is expected to close on or about August 22, 2019, subject to satisfaction of customary closing conditions.
The Offering is being conducted through a syndicate of underwriters led by BMO Capital Markets, J.P. Morgan Securities Canada Inc. and National Bank Financial Inc. (the "Joint Bookrunners"). CIBC World Markets Inc., Scotia Capital Inc., TD Securities Inc. and Raymond James Ltd. are also acting as underwriters for the Offering (together with the Joint Bookrunners, the "Underwriters").
Lightspeed has filed a preliminary prospectus supplement dated August 12, 2019, and will file a final prospectus supplement to its short form base shelf prospectus dated August 6, 2019 with the securities regulatory authorities in each of the provinces and territories of Canada. The Offering will also be extended to Qualified Institutional Buyers in the United States pursuant to the exemption from registration provided by Rule 144A under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") and corresponding exemptions from registration under state securities laws.
No securities regulatory authority has either approved or disapproved the contents of this press release. The subordinate voting shares have not been, and will not be, registered under the U.S. Securities Act, or any state securities laws. Accordingly, the subordinate voting shares may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the subordinate voting shares in any jurisdiction in which such offer, solicitation or sale would be unlawful.
The prospectus supplements contain important detailed information about the Offering. Copies of the prospectus supplements are or will be made available on SEDAR at www.sedar.com. Copies of the prospectus supplements, when available, as applicable, may also be obtained from BMO Capital Markets, Brampton Distribution Centre C/O The Data Group of Companies, 9195 Torbram Road, Brampton, Ontario, L6S 6H2 or by telephone at (905) 791-3151 Ext 4312 or by email at [email protected]; J.P. Morgan Securities Canada Inc., 66 Wellington Street West, Suite 4500, Toronto, Ontario, M5K 1E7; National Bank Financial Inc., Attention: NBF Syndication (Tel: 416-869-6534), 130 King Street West, 4th Floor Podium, Toronto, ON, M5X 1J9, email: [email protected]. Prospective investors should read the prospectus supplements before making an investment decision.
Lightspeed (TSX: LSPD) is a cloud-based commerce platform powering small and medium-sized businesses in approximately 100 countries around the world. With smart, scalable, and dependable point of sale systems, it's an all-in-one solution that helps restaurants and retailers sell across channels, manage operations, engage with consumers, accept payments, and grow their business.
Headquartered in Montréal, Canada, Lightspeed is trusted by favorite local businesses, where the community goes to shop and dine. Lightspeed has grown to over 800 employees, with offices in Canada, USA, Europe, and Australia.
This press release may include forward-looking information and forward-looking statements within the meaning of applicable securities laws ("forward-looking statements"), including statements regarding the proposed Offering, the terms thereof and the proposed use of proceeds.
Forward-looking statements are statements that are predictive in nature, depend upon or refer to future events or conditions and are identified by words such as "will", "expects", "anticipates", "intends", "plans", "believes", "estimates" or similar expressions concerning matters that are not historical facts. Such statements are based on current expectations of the Company's management and inherently involve numerous risks and uncertainties, known and unknown, including economic factors. A number of risks, uncertainties and other factors may cause actual results to differ materially from the forward-looking statements contained in this news release. Completion of the Offering and the terms thereof are subject to numerous factors, many of which are beyond the Company and the Selling Shareholders' control, including, among other factors, the risk of failure to satisfy customary closing conditions and other important risk factors identified in our most recent Management's Discussion and Analysis of Financial Condition and Results of Operations and under "Risk Factors" in our most recent Annual Information Form, both of which are available under our profile on SEDAR at www.sedar.com. Forward-looking statements contained in this press release are not guarantees of future performance and, while forward-looking statements are based on certain assumptions that the Company considers reasonable, actual events and results could differ materially from those expressed or implied by forward-looking statements made by the Company. Readers are cautioned to consider these and other factors carefully when making decisions with respect to the Company and not to place undue reliance on forward-looking statements. Except as may be expressly required by applicable law, Lightspeed does not undertake any obligation to update publicly or revise any such forward-looking statements, whether as a result of new information, future events or otherwise.
SOURCE Lightspeed POS Inc.