/NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRES/
VANCOUVER, March 28, 2013 /CNW/ - WesternOne Inc. ("WesternOne") (TSX: WEQ.UN) (TSX: WEQ.DB) (TSX: WEQ.DB.B) (TSX: WEQ.DB.C) today announced the completion of the debenture offering (the "Offering") previously disclosed in a news release on March 14, 2013. The Offering was underwritten by a syndicate of underwriters co-led by Dundee Securities Ltd. and Scotiabank, and including Canaccord Genuity Corp., National Bank Financial Inc., HSBC Securities (Canada) Inc., Macquarie Capital Markets Canada Ltd., M Partners Inc. and Sora Group Wealth Advisors Inc. (collectively, the "Underwriters"). Pursuant to the Offering, $51,750,000 principal amount of 6.25% convertible Series 3 unsecured subordinated debentures (the "Debentures") were issued. The Offering included $6,750,000 principal amount of Debentures issued on the full exercise of the over-allotment option granted to the Underwriters.
The Debentures have a face value of $1,000 per Debenture and bear interest at an annual rate of 6.25% per annum, payable semi-annually in arrears on June 30 and December 31 of each year, commencing on June 30, 2013, with a maturity date of June 30, 2020 (the "Maturity Date").
The Debentures are convertible into approximately 85.1064 WesternOne common shares (the "Shares") per $1,000 principal amount, at any time at the option of the holder, representing a conversion price of $11.75 per Share (the "Conversion Price"). The Debentures are not redeemable by WesternOne prior to June 30, 2016. On and after June 30, 2016, and prior to June 30, 2018, the Debentures may be redeemed in whole or in part from time to time at the option of WesternOne at par plus accrued and unpaid interest, provided that the volume-weighted average trading price of the Shares on the Toronto Stock Exchange during the 20 consecutive trading days ending on the fifth trading day preceding the date on which the notice of the redemption is given is not less than 125% of the Conversion Price. On and after June 30, 2018 and prior to the Maturity Date, WesternOne may, at its option, redeem the Debentures, in whole or in part, from time to time at par plus accrued and unpaid interest.
Subject to specified conditions, WesternOne will have the right to repay the outstanding principal amount of the Debentures, on maturity or redemption, through the issuance of Shares. WesternOne will also have the option in certain circumstances to satisfy its obligation to pay interest through the issuance and sale of additional Shares.
WesternOne will use the net proceeds from the Offering to pay down existing credit facilities and for working capital requirements and other corporate purposes.
The Debentures issued under the Offering were offered by way of a short-form prospectus filed on March 21, 2013 with securities regulatory authorities in each of the provinces in Canada except Quebec. The Debentures are expected to be listed and posted for trading on the Toronto Stock Exchange on March 28, 2013 under the symbol "WEQ.DB".
These securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of such Act.
Certain statements in this press release may constitute "forward-looking" information that involves known and unknown risks, uncertainties and other factors, and it may cause actual results, performance or achievements or industry results, to be materially different from any future results, performance or achievements or industry results expressed or implied by such forward-looking information. Forward-looking information is identified by the use of terms and phrases such as "anticipate", "believe", "could", "estimate", "expect", "intend", "may", "plan", "predict", "project", "will", "would", and similar terms and phrases, including references to assumptions. Such information includes, without limitation, statements with respect to the anticipated use of net proceeds of the Offering and the expected date the Debentures commence trading on the Toronto Stock Exchange. Actual events or results may differ materially.
Forward-looking information contained in this press release is based on certain key expectations and assumptions made by WesternOne, including, without limitation, expectations and assumptions respecting: the outlook of the global economy and WesternOne's business in Western Canada, the United States and Australia, the supply and demand for WesternOne's products and services and management's assessment of future plans and operations. Although the forward-looking information contained in this press release is based upon what the WesternOne's management believes to be reasonable assumptions, WesternOne cannot assure investors that actual results will be consistent with such information. Forward-looking information reflects current expectations of management regarding future events and operating performance as of the date of this press release. Such information involves 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 such results will be achieved. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking information, and a description of these factors can be found under "Risk Factors" in WesternOne Equity Income Fund's Annual Information Form dated March 29, 2012 and WesternOne's Management's Discussion and Analysis dated March 11, 2013, which are available on SEDAR (www.sedar.com).
The forward-looking information contained herein is expressly qualified in its entirety by this cautionary statement. Forward-looking information reflects management's current beliefs and is based on information currently available to WesternOne. The forward-looking information is made as of the date of this press release and WesternOne assumes no obligation to update or revise such information to reflect new events or circumstances, except as may be required by applicable law.
WesternOne seeks to acquire and grow companies in the construction and infrastructure services sectors in order to generate stable and growing dividends to its shareholders and to achieve capital appreciation.
THE TORONTO STOCK EXCHANGE HAS NOT REVIEWED AND DOES NOT ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR THE ACCURACY OF THIS RELEASE.
SOURCE: WesternOne Inc.
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