/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S./
OKOTOKS, AB, June 21, 2019 /CNW/ - (TSX: MTL) Mullen Group Ltd. ("Mullen Group" and/or the "Corporation") announced today that it closed its previously announced offering, on a "bought deal" basis, of $110,000,000 aggregate principal amount of 5.75% convertible unsecured subordinated debentures (the "Debentures") due November 30, 2026 (the "Offering"). The Debentures are convertible, at the option of the holder, into common shares (the "Common Shares") of Mullen Group at a conversion price of $14.00 per Common Share.
The Offering was led by a syndicate of underwriters consisting of RBC Dominion Securities Inc., CIBC World Markets Inc. and Scotia Capital Inc., as co-lead underwriters, and also included TD Securities Inc., National Bank Financial Inc., Raymond James Ltd., Industrial Alliance Securities Inc. and Peters & Co. Limited (collectively, the "Underwriters").
Mullen Group has granted the Underwriters an over-allotment option exercisable in whole or in part, at the sole discretion of the Underwriters, at any time up to 30 days after closing of the Offering, to acquire up to an additional $15,000,000 aggregate principal amount of Debentures.
The Offering was made pursuant to a final short form prospectus dated June 17, 2019 and filed in each of the provinces of Canada, other than Quebec. The Debentures will commence trading today on the Toronto Stock Exchange under the symbol "MTL.DB".
Bank Credit Facility Amendment
Mullen Group also announced today that it entered into an agreement to amend the amount available to be borrowed on its credit facility with the Royal Bank of Canada (the "Bank Credit Facility"). The amount available to be borrowed on the Bank Credit Facility was increased by $25.0 million to $150.0 million. All other material terms under the Bank Credit Facility remain the same.
This news release is not an offer of Debentures for sale in the United States. The Debentures may not be offered or sold in the United States, except pursuant to an available exemption under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") and applicable U.S. state securities laws. Mullen Group has not registered and does not intend to register the Debentures, or the Common Shares issuable upon conversion thereof, under the U.S. Securities Act. This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, the Debentures in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Mullen Group Ltd.
Mullen Group is a Corporation that owns a network of independently operated businesses. The Corporation is recognized as one of the leading suppliers of trucking and logistics services in Canada and provides a wide range of specialized transportation and related services to the oil and natural gas industry in western Canada - two sectors of the economy in which Mullen Group has strong business relationships and industry leadership. The corporate office provides the capital and financial expertise, legal support, technology and systems support, shared services and strategic planning to its independent businesses.
Mullen Group is a publicly traded corporation listed on the Toronto Stock Exchange under the symbol "MTL". Additional information is available on our website at www.mullen-group.com or on SEDAR at www.sedar.com.
Cautionary Note Regarding Forward-Looking Statements
This news release may include forward-looking statements within the meaning of the federal securities laws and forward-looking information under Canadian securities laws (referred to as "forward-looking statements"). These statements can generally be identified by the use of the words "outlook," "objective," "may," "will," "should," "could," "would," "plan," "potential," "estimate," "project," "continue," "believe," "intend," "anticipate," "expect," "target" or the negatives of these words and phrases or similar expressions that are predictions of or indicate future events or trends and which do not relate solely to present or historical matters. In particular, Mullen Group's intention regarding the use of the proceeds as described above constitute forward-looking statements. Forward-looking statements reflect Mullen Group's current expectations regarding future events and speak only as of the date of this news release. These forward-looking statements are based on a number of assumptions which may prove to be incorrect. The intended use of proceeds from the offering may change from that described herein.
Forward-looking statements involve significant risks and uncertainties, should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether or not or the times at or by which such performance or results will be achieved. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking statements, including, but not limited to, the factors discussed under "Risk Factors" in the filings Mullen Group makes from time to time with the SEC and Canadian securities regulators. Mullen Group's business is both competitive and subject to various risks. Although the forward-looking statements contained in this news release are based upon what Mullen Group believes to be reasonable assumptions, investors cannot be assured that actual results will be consistent with these forward-looking statements, and the differences may be material. Therefore, investors are urged not to place undue reliance on Mullen Group's forward-looking statements. These forward-looking statements are made as of the date of this news release and, except as expressly required by applicable law, Mullen Group assumes no obligation to update or revise them to reflect new events or circumstances.
Mr. Murray K. Mullen - Chairman of the Board, Chief Executive Officer and President
Mr. P. Stephen Clark - Chief Financial Officer
Mr. Richard J. Maloney - Senior Vice President
121A - 31 Southridge Drive
Okotoks, Alberta, Canada T1S 2N3
SOURCE Mullen Group Ltd.