Boyd Group Income Fund, parent company to Glass America, Gerber Collision & Glass and others, has entered into an agreement to raise about $100 million CAD through an offering of units at $42.35 CAD each and the sale of convertible debentures. The Fund intends to use the net proceeds of the offering to repay bank indebtedness under its revolving credit facility as well as to fund acquisitions and for general corporate purposes.
The company entered the agreement with “National Bank Financial Inc. on behalf of a syndicate of underwriters consisting of National Bank Financial Inc. and Cormark Securities Inc., acting as co‐leads and joint book runners, and including CIBC World Markets Inc., GMP Securities Ltd., Laurentian Bank Securities Inc., Scotia Capital Inc. and Octagon Capital Corp. (collectively, the underwriters), pursuant to which the Fund will issue from treasury, and the underwriters shall purchase on a ‘bought‐deal’ basis, 1,181,000 trust units at a price of $42.35 CAD per unit for gross proceeds to the Fund of approximately $50,000,000 and $50,000,000 CAD aggregate principal amount of 5.25 percent convertible unsecured subordinated debentures due October 31, 2021. The units and debentures will be offered to the public by way of a short form prospectus,” according to the company’s statement.
“The Fund has also granted to the underwriters an over‐allotment option to purchase up to an additional 177,150 Units at a price of $42.35 per unit and approximately $7,500,000 aggregate principal amount of debentures, representing 15 percent of the size of the offering. The over‐allotment option may be exercised until 30 days following the closing of the offering,” according to officials.
The Fund expects to file a preliminary short form prospectus relating to the offering on September 15, 2014 and the closing of the offering is expected to occur on or about September 29, 2014.
The offering is subject to normal regulatory approvals, including approval of the Toronto Stock Exchange. The units and the debentures will be offered in each of the provinces of Canada, excluding Quebec, and if offered in the United States, by way of private placement in accordance with applicable registration exemptions.
Concurrently with the offering and in a separate transaction, Eddie Cheskis, chief executive officer of Glass America LLC, will be selling 200,000 units, on an underwritten block trade basis, at a price of $42.35 per unit for gross proceeds of $8,470,000.
“Upon completion of this transaction, Cheskis will continue to hold 218,053 units in the Fund. This separate transaction is expected to close on or about September 29, 2014. The completion of the offering is not conditional upon the completion of Cheskis’ transaction,” according to officials.