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QUEBEC CITY, Aug. 9, 2011 /CNW Telbec/ - Atrium Innovations Inc. ("Atrium") (TSX: ATB) today confirmed the closing of its previously announced bought deal public offering of $75,000,000 aggregate principal amount of 5.75% convertible unsecured subordinated debentures, due August 31, 2018 (the "Debentures") at a price of $1,000 per Debenture (the "Public Offering"). Each Debenture will be convertible at the holder's option into common shares ("Shares") of Atrium at a conversion price of $24.60 per Share (or 40.6504 Shares per $1,000 principal amount of Debentures) subject to adjustments in certain circumstances. Atrium has granted the underwriters an over-allotment option, exercisable in whole or in part at any time up to 30 days following closing, pursuant to which the underwriters may purchase up to an additional $11,250,000 principal amount of Debentures, on the same terms.
Atrium also announced today that its previously announced private placement (the "Concurrent Private Placement") of $25,000,000 aggregate principal amount of Debentures with the Fonds de Solidarité FTQ ("FTQ") was closed on the same terms as the Public Offering, except that Debentures sold under the Concurrent Private Placement will be subject to a four-month hold period.
All of the net proceeds from the Public Offering and the Concurrent Private Placement will be used to reduce Atrium's outstanding indebtedness, including to fully reimburse the subordinated debt held by FTQ for a principal amount of $13,407,000.
"We opted for financing with a convertible debenture which provides us with increased financial flexibility to support our growth, the opportunity to further optimize our capital structure with a longer maturity and secure a larger portion of interest bearing debt at a fixed rate," said Pierre Fitzgibbon, President and CEO.
The Public Offering was underwritten by a syndicate co-led by TD Securities Inc., National Bank Financial Inc. and RBC Capital Markets and included BMO Capital Markets Inc., Desjardins Securities Inc., GMP Securities LP, HSBC Securities (Canada) Inc., Scotia Capital Inc. and Canaccord Genuity Corp.
This press release is not an offer of securities for sale in the United States. The Debentures and Shares being offered have not been and will not be registered under the United States Securities Act of 1933 and accordingly will not be offered, sold or delivered, directly or indirectly within the United States, absent an exemption from registration.
Atrium Innovations Inc. is a globally recognized leader in the development, manufacturing, and commercialization of innovative, science-based natural health products endorsed by health professionals. The Company distributes its extensive portfolio of products mainly in the healthcare practitioner and health food and specialized store channels, with a primary focus in North America and Europe. Atrium is at the forefront of science, innovation and education in the dietary supplement industry. The Company has over 1,000 employees and operates seven manufacturing facilities. Additional information is available at www.atrium-innovations.com.
Cautionary Note and Forward-Looking Statements
This press release contains certain forward-looking statements with
respect to the Company. These forward-looking statements, by their nature, require the Company
to make certain assumptions and necessarily involve known and unknown
risks and uncertainties that could cause actual results to differ
materially from those expressed or implied in these forward-looking
statements. Forward-looking statements are not guarantees of
performance. These forward looking statements, including financial
outlooks, may involve, but are not limited to, comments with respect to
the Company's expected issuance of convertible debentures, completion,
timing and amount and expected use of proceeds of the Public Offering
and the Concurrent Private Placement, business or financial objectives,
its strategies or future actions, its targets, expectations for
financial condition or outlook for operations and future contingent
payments. Words such as "may", "will", "would", "could", "expect",
"believe", "plan", "anticipate", "intend", "estimate", "continue", or
the negative or comparable terminology, as well as terms usually used
in the future and the conditional, are intended to identify
Information contained in forward-looking statements is based upon certain material assumptions that were applied in drawing a conclusion or making a forecast or projection, including the current terms of the offering agreement, management's perceptions of historical trends, current conditions and expected future developments, as well as other considerations that are believed to be appropriate in the circumstances. The Company considers these assumptions to be reasonable based on information currently available to it, but cautions the reader that these assumptions regarding future events, many of which are beyond its control, may ultimately prove to be incorrect since they are subject to risks and uncertainties that affect the Company and its business. Investors and others are cautioned that undue reliance should not be placed on any forward-looking statements.
For additional information with respect to these and other factors and
assumptions underlying the forward-looking statements made in this
press release, see the Company's quarterly and annual Management
Discussion and Analysis for the fiscal year ended December 31, 2010
filed with the Canadian securities commissions. The forward-looking
information set forth herein reflects the Company's expectations as at
the date of this press release and is subject to change after such
date. The Company disclaims any intention or obligation to update or
revise any forward-looking statements, whether as a result of new
information, future events or otherwise, other than as required by law.