TORONTO, ONTARIO–(Marketwired – June 26, 2017) –
Not for distribution to United States newswire services or for dissemination in the United States. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
Automotive Finco Corp. (TSX VENTURE:AFCC)(TSX VENTURE:AFCC.DB) (AFCC or the Company) is pleased to announce that the syndicate of underwriters (the Underwriters) for its bought deal prospectus offering (the Offering), led by Canaccord Genuity Corp., which closed on Friday, June 23, 2017, have, in part, exercised the over-allotment option (the Over-Allotment Option) granted to them in connection with the Offering. The Underwriters have agreed to purchase an additional $615,000 in aggregate principal amount of Debentures (as defined below). Closing of the Over-Allotment Option is expected to occur on Tuesday, June 27, 2017.
Following the closing of the Over-Allotment Option, the Company will have raised aggregate gross proceeds of $20,618,500 under the Offering by issuing 3,705,000 common shares (the Shares) at a price of $2.70 per Share and $10,615,000 in aggregate principal amount of 6.75% convertible senior unsecured debentures due June 30, 2022 (the Debentures) at a price of $1,000 per Debenture. The terms of the Debentures and the Over-Allotment Option are more particularly described in the Company’s short form prospectus dated June 20, 2017 which is available under the Company’s profile on SEDAR at www.sedar.com.
The Debentures are listed on the TSX Venture Exchange under the symbol “AFCC.DB”.
The Company intends to use the aggregate net proceeds of the offerings (including the concurrent private placement which also closed on June 23, 2017), together with cash on hand, to provide new unsecured debt financing, through Automotive Finance Limited Partnership, to three affiliates of AA Finance Co LP in the aggregate amount of $43,000,000 (the Investments) and for general corporate and working capital purposes.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This news release contains forward-looking information and forward-looking statements within the meaning of applicable securities laws. All statements, other than statements of historical fact, constitute forward-looking statements or forward-looking information. Such forward-looking information and statements are frequently identified by words such as “may”, “will”, “should”, “anticipate”, “expect”, “believe”, “estimate” and similar terminology, and reflect assumptions, estimates, opinions and analysis made by management in light of its experience, current conditions, expectations of future developments and other factors which it believes to be reasonable and relevant. In particular and without limitation, this news release contains forward-looking statements pertaining to the following: the timing to close, and the proceeds resulting from, the Over-Allotment Option, as well as the amount and timing of the Investments.
Forward-looking information and statements involve known and unknown risks and uncertainties that may cause actual results, performance and achievements to differ materially from those expressed or implied by the forward-looking information and statements and, accordingly, undue reliance should not be placed thereon. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause these differences include but are not limited to: the Company’s failure to complete the Investments; anticipated and unanticipated costs; changes to general market and economic condition; defaults and changes in circumstances in respect of the Investments; changes in interest rates; and, changes to the Company’s cash flow. In addition, other risks and uncertainties that may cause actual results to differ materially from forward-looking information can be found in AFCC’s disclosure documents on the SEDAR website at www.sedar.com. AFCC does not undertake to update any forward looking information except in accordance with applicable securities laws.
kbillan@autofincocorp.com