Superior Plus Announces Senior Unsecured Note Financing
TORONTO--(BUSINESS WIRE)-- Superior Plus Corp. (“Superior”) (TSX:SPB) is pleased to announce that its wholly-owned subsidiary, Superior Plus LP (Superior LP), has, pursuant to an underwriting agreement entered into today with a syndicate of underwriters, agreed to issue and sell CDN $220 million principal amount of 5.125% Senior Unsecured Notes due August 27, 2025 (the “Notes”) by way of private placement (the “Private Placement”). Interest on the Notes will be payable semi-annually in arrears on February 27 and August 27 of each year, commencing on August 27, 2018. The Notes will be issued under a new indenture, a copy of which will be available on SEDAR following closing of the Private Placement. The Private Placement is expected to close on or about February 1, 2018, subject to customary closing conditions.
The net proceeds from the issuance of the Notes will be used to reduce the outstanding balance under Superior LP’s revolving credit facility (the “Credit Facility”). Superior LP, however, expects to draw down on the Credit Facility to repay some or all of its issued and outstanding 6.50% senior unsecured notes due December 9, 2021 (the “2021 Notes”) on maturity or redemption, as applicable. The outstanding aggregate principal amount of the 2021 Notes is currently $200 million.
Beth Summers, Executive Vice President and Chief Financial Officer stated “The Private Placement will decrease annual interest costs and extend Superior’s debt maturity profile while providing additional financing flexibility. Our financial position remains solid with significant unutilized capacity on our syndicated bank facility.”
BMO Capital Markets, National Bank Financial Markets and Scotiabank acted as joint book-running managers for the Private Placement which also includes CIBC Capital Markets, TD Securities, RBC Capital Markets, AltaCorp Capital Inc., Canaccord Genuity Corp., Casgrain & Company, Desjardins Securities, Raymond James Ltd., Cormark, and Industrial Alliance Securities as co-managers.
The offer and sale of the Notes have not been and will not be registered under the United States Securities Act of 1933, as amended (the Securities Act), or applicable state securities laws, and the Notes may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. The Notes have not been and will not be qualified for sale to the public under applicable Canadian securities laws and, accordingly, any offer and sale of the Notes in Canada will be made on a basis exempt from the prospectus requirements of such securities laws.
This press release does not constitute an offer to sell or an offer to purchase, or a solicitation of an offer to sell or an offer to purchase, the Notes. No offer, solicitation, purchase or sale will be made in any jurisdiction in which such offer, solicitation, purchase or sale would be unlawful.
About the Corporation
Superior consists of two primary operating businesses: Energy Distribution includes the distribution of propane and distillates, and supply portfolio management; and Specialty Chemicals includes the manufacture and sale of specialty chemicals.
For further information about Superior, please visit our website at: www.superiorplus.com or contact: Beth Summers, Executive Vice President and Chief Financial Officer, Tel: (416) 340-6015 or Rob Dorran, Vice President, Investor Relations and Treasurer, Tel: (416) 340-6003, Toll Free: 1-866-490-PLUS (7587).
Forward Looking Information
Certain information included herein is forward-looking, within the meaning of applicable Canadian securities laws. Such information is typically identified by words such as "anticipate", "believe", "could", "estimate", "expect", "plan", "intend", "forecast", "future", "guidance", "may", "predict", "project", "should", "strategy", "target", "will" or similar expressions suggesting future outcomes. Forward-looking information in this news release includes the expected closing date and the use of the net proceeds of the Private Placement. Superior believes the expectations reflected in such forward-looking information are reasonable but no assurance can be given that these expectations will prove to be correct and such information should not be unduly relied upon.
Forward-looking information is not a guarantee of future performance. By its very nature, forward-looking information involves inherent assumptions, risks and uncertainties, both general and specific, and risks that predictions, forecasts, projections and other forward-looking information will not be achieved. These risks include, but are not limited to, those identified in Superior's 2016 Annual Information Form under the heading "Risk Factors". Should one or more of these risks and uncertainties materialize, or should assumptions described above prove incorrect, Superior's actual performance and results in future periods may differ materially from any projections of future performance or results expressed or implied by such forward-looking information. We caution readers not to place undue reliance on this information as a number of important factors could cause the actual results to differ materially from the beliefs, plans, objectives, expectations and anticipations, estimates and intentions expressed in such forward-looking information.
Forward-looking information contained in this news release is provided for the purpose of providing information about management's goals, plans and range of expectations for the future and may not be appropriate for other purposes. Any forward-looking information is made as of the date hereof and, except as required by law, Superior does not undertake any obligation to publicly update or revise such information to reflect new information, subsequent or otherwise.