TORONTO, ONTARIO–(Marketwired – Dec. 7, 2016) –
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Shawcor Ltd. (TSX:SCL) (“Shawcor” or the “Company“) announced today that it has entered into an agreement with a syndicate of underwriters (the “Underwriters“) led by TD Securities Inc. pursuant to which the Underwriters have agreed to purchase from Shawcor on a bought deal basis and sell to the public 4,575,000 common shares of Shawcor at a price of Cdn $32.80 per common share for gross proceeds of Cdn $150 million (the “Offering“). In addition, Shawcor has granted the Underwriters an option to purchase up to an additional 686,250 common shares at a price of Cdn $32.80 per common share to cover over-allotments, if any, and for market stabilization purposes, during the 30 days following the closing of the Offering (the “Over-Allotment Option“). If the Over-Allotment Option is exercised in full, gross proceeds from the Offering will be Cdn $173 million.
Shawcor anticipates using the net proceeds of the Offering to facilitate investments in working capital related to booked and future potential orders for large pipe coating projects, to repay outstanding revolving debt in the normal course in order to create debt availability to fund future corporate investments, which may potentially include future acquisitions, and for general corporate purposes. It is anticipated that the Company will invest funds that it does not immediately require in investment grade income securities or short-term marketable securities.
The Offering is being made in all provinces of Canada (except Québec) by means of a short-form prospectus, and is subject to the receipt of all necessary regulatory and stock exchange approvals and customary conditions of closing. The Offering is expected to close on or about December 23, 2016.
This press release is not an offer of securities for sale in the United States. The common shares being offered have not been and will not be registered under the United States Securities Act of 1933 and accordingly are not being offered for sale and may not be offered, sold or delivered, directly or indirectly within the United States, its possessions and other areas subject to its jurisdiction or to, or for the account or the benefit of a U.S. person, except pursuant to an exemption from the registration requirements of that Act.
Forward Looking Information
Certain statements contained or incorporated by reference in this press release may constitute forward-looking statements under applicable securities law, such as statements that describe the Company’s future plans, objectives or goals, including words to the effect that the Company or management expects a stated condition or result to occur. Forward-looking statements are often identified by terms such as “may”, “should”, “anticipate”, “expects”, “seeks” and similar expressions. There can be no assurance that the Offering or any Over-Allotment Option will be completed. Although Shawcor believes that the expectations and assumptions on which such forward-looking statements and the information are reasonable, undue reliance should not be placed on the forward looking statements and information because Shawcor can give no assurance that such statements and information will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature, they involve inherent risks and uncertainties. Additional details about the risks and uncertainties are included in Shawcor’s annual Management’s Discussions and Analysis which can be found on SEDAR at www.sedar.com.
About Shawcor Ltd.
Shawcor Ltd. is a global energy services company specializing in products and services for the pipeline and pipe services segment of the oil and gas industry and related products for petrochemical and industrial markets. It operates through eight divisions, with fixed and mobile manufacturing and services facilities located around the world.
Gary S. Love
Senior Vice President, Finance and CFO
416.744.5818
gary.love@shawcor.com
www.shawcor.com