MONTRÉAL, June 17, 2019 /CNW Telbec/ - Reitmans (Canada) Limited (TSX: RET) (TSX: RET.A) ("Reitmans" or the "Company") announced today that it intends to make a substantial issuer bid (the "Offer") pursuant to which the Company will offer to repurchase for cancellation up to 15 million of its outstanding Class A non-voting shares (the "Shares") at a purchase price of $3.00 per Share (the "Purchase Price") from holders of such Shares ("Shareholders") in Canada.
The Company will fund any purchases of Shares pursuant to the Offer from available cash on hand and funds to be derived from the sale of marketable securities in its investment portfolio.
The Offer will not be conditional on any minimum number of Shares being tendered to the Offer, but will be subject to other conditions customary for transactions of this nature. If more than 15 million Shares are validly deposited pursuant to the Offer, the Corporation will pro-rate the number of Shares purchased from each Shareholder. However, a tender of Shares by a Shareholder who owns less than 100 Shares (known as "Odd Lots") will not be pro-rated if all such Shareholder's Shares are validly tendered into the Offer. If the Offer is fully subscribed, the Shares purchased would represent approximately 30.1% of the total Shares issued and outstanding at June 17, 2019, with 49,890,266 Shares currently issued and outstanding.
It is anticipated that the formal offer to purchase and issuer bid circular and other related documents (the "Offer Documents"), containing the terms and conditions of the Offer and instructions for tendering Shares will be mailed to Shareholders and filed with the applicable securities regulators and available on SEDAR under the Company's profile at www.sedar.com on or about June 20, 2019. The Offer will remain open for acceptance for at least 35 days after the date of commencement, unless withdrawn or extended by the Company in accordance with applicable securities laws.
The Board of Directors of Reitmans authorized the making of the Offer. None of the Company, its Board of Directors or Computershare Investor Services Inc., the depositary for the Offer, makes any recommendation to Shareholders as to whether to deposit or refrain from depositing any or all of such Shareholders' Shares to the Offer. Shareholders are strongly urged to consult their own financial, tax and legal advisors and to make their own decision whether to tender or refrain from tendering their Shares to the Offer and, if so, how many Shares to tender.
Reitmans is making the Offer to provide enhanced liquidity for holders of all of the Shares.
The Board of Directors' decision to authorize making the Offer was based on a number of factors, including that the Offer provides Shareholders with an opportunity to realize on all or a portion of their investment in Reitmans should they desire liquidity, the Offer is an equitable and efficient means of distributing capital to Shareholders, the deposit of Shares is optional and Shareholders are free to accept or reject the Offer, the positive impact that the purchase of Shares under the Offer could have on Reitmans's operating results calculated on a per Share basis and that, after giving effect to the Offer, Reitmans is expected to continue to have sufficient financial resources and working capital to conduct its ongoing business and operations.
Further information concerning the factors considered by the Board of Directors, along with the terms and conditions of the Offer, will be contained in the Offer Documents that will be mailed to Shareholders and available on SEDAR when the Offer is formally launched.
This press release is for information purposes only and is not an offer to buy or the solicitation of an offer to sell any Shares.
About Reitmans (Canada) Limited
The Company is a leading ladieswear specialty apparel retailer with retail outlets throughout Canada. The Company operates 594 stores consisting of 259 Reitmans, 115 Penningtons, 80 Addition Elle, 82 RW & CO. and 58 Thyme Maternity.
All of the statements contained herein, other than statements of fact that are independently verifiable at the date hereof, are forward-looking statements. Such statements, based as they are on the current expectations of management, inherently involve numerous risks and uncertainties, known and unknown, many of which are beyond the Company's control. Consequently, actual future results may differ materially from the anticipated results expressed in forward-looking statements, which reflect the Company's expectations only as of the date of this press release. Forward-looking statements are typically identified by words such as "expect", "anticipate", "believe", "foresee", "could", "estimate", "goal", "intend", "plan", "seek", "strive", "will", "may" and "should" and similar expressions, as they relate to the Company and its management. Forward looking statements are based upon the Company's current estimates, beliefs and assumptions, which are based on management's perception of historical trends, current conditions and currently expected future developments, as well as other factors it believes are appropriate in the circumstances. This press release contains forward-looking statements about the Company's objectives, plans, goals, aspirations, strategies, financial condition, results of operations, cash flows, performance, prospects, opportunities and legal and regulatory matters. Specific forward-looking statements in this press release include, but are not limited to, statements with respect to the Company's anticipated future results and events, future liquidity, planned capital expenditures, amount of pension plan contributions, status and impact of systems implementation, the ability of the Company to successfully implement its strategic initiatives and cost reduction and productivity improvement initiatives as well as the impact of such initiatives and the anticipated benefits of the Offer on the Company's operating results on a per Share basis and on its financial resources and working capital.
Numerous risks and uncertainties could cause the Company's actual results to differ materially from those expressed, implied or projected in the forward-looking statements. Please refer to the "Forward-Looking Statements" section of the Company's Management Discussion & Analysis for the first quarter of 2020.
Other risks and uncertainties not presently known to the Company or that the Company presently believes are not material could also cause actual results or events to differ materially from those expressed in its forward-looking statements. Additional risks and uncertainties are discussed in the Offer Documents and the Company's materials filed with the Canadian securities regulatory authorities from time to time. The reader should not place undue reliance on any forward-looking statements included herein. These statements speak only as of the date made and the Company is under no obligation and disavows any intention to update or revise such statements as a result of any event, circumstances or otherwise, except to the extent required under applicable securities law.
Montreal, June 17, 2019
Jeremy H. Reitman
Chairman and Chief Executive Officer
Telephone: (514) 385-2630
Corporate Website: www.reitmanscanadalimited.com
SOURCE Reitmans (Canada) Limited
For further information: Jeremy H. Reitman, Chairman and Chief Executive Officer, Telephone: (514) 385-2630, Corporate Website: www.reitmanscanadalimited.com