US private equity firm Kohlberg & Co. has completed its previously announced secondary sale of shares in Bauer Performance Sports Ltd., a Canadian manufacturer of hockey and lacrosse equipment and apparel. Gross proceeds from the sale totaled C$40 million, leaving Kohlberg with the equivalent of 31% of the company’s issued and outstanding common shares. Kohlberg and Roustan Capital acquired Bauer in a corporate carve-out deal in 2008. In 2011, Bauer raised C$75 million in an initial public offering.
Bauer Performance Sports Announces Completion of Secondary Offering of Shares by the Kohlberg Funds
TORONTO, ONTARIO–(Marketwire – Feb. 6, 2013) – Bauer Performance Sports Ltd. (“Bauer” or the “Company”) (TSX:BAU) announced today that funds managed by Kohlberg Management VI, LLC (the “Kohlberg Funds”), Bauer’s largest shareholder, have completed the sale of an aggregate of 3,450,000 common shares of the Company (“Common Shares”) at a price of Cdn$11.60 per share, including the exercise in full of the over-allotment option. The offering was completed on a bought deal basis by an underwriting syndicate led by RBC Capital Markets and Paradigm Capital Inc. Bauer did not receive any proceeds from the offering.
“I am pleased to announce the successful completion of this secondary offering and welcome the Company’s new institutional and individual shareholders,” said Kevin Davis, President and CEO of Bauer.
Immediately following closing, the Kohlberg Funds own an equivalent of 31.0% of the issued and outstanding Common Shares on a non-diluted basis (approximately 25.5% on a fully diluted basis). The Common Shares sold under the terms of the offering had previously been held by the Kohlberg Funds in the form of Proportionate Voting Shares which were converted to Common Shares to facilitate the secondary offering on the basis of one Proportionate Voting Share for 1,000 Common Shares, consistent with the terms of the Company’s articles.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of the Common Shares in any state, territory or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any state, territory or jurisdiction. The Common Shares have not been, and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or compliance with an applicable exemption from the registration requirements under U.S. securities laws.
ABOUT BAUER PERFORMANCE SPORTS LTD.
Bauer Performance Sports Ltd. (TSX:BAU) is a leading developer and manufacturer of ice hockey, roller hockey, and lacrosse equipment as well as related apparel. The Company has the most recognized and strongest brand in the ice hockey equipment industry, and holds the top market share position in both ice and roller hockey. Its products are marketed under the BAUER, MISSION, MAVERIK, CASCADE and INARIA brand names and are distributed by sales representatives and independent distributors throughout the world. The Company is focused on building its leadership position and growing market share in all product categories through continued innovation at every level. For more information, visit www.bauerperformancesports.com.
Caution Concerning Forward-Looking Statements
Certain statements in this press release about Bauer’s current and future plans, expectations and intentions, or any other future events or developments constitute forward looking statements. The words “will”, “expects”, “plans”, “intends”, “estimates” or “potential” or the negative or other variations of these words or other comparable words or phrases, are intended to identify forward looking statements. Forward looking statements are based on assumptions made by Bauer in light of its experience and perception of historical trends, current conditions and expected future developments, as well as other factors that are believed to be appropriate and reasonable in the circumstances, but there can be no assurance that such estimates and assumptions will prove to be correct. Many factors could cause future events or developments to differ materially from those expressed or implied by the forward looking statements, including, without limitation, general economic and market conditions and current adverse economic conditions. The purpose of the forward looking statements is to provide the reader with a description of management’s expectations and may not be appropriate for other purposes; readers should not place undue reliance on forward looking statements made herein. Furthermore, unless otherwise stated, the forward looking statements contained in this press release are made as of the date hereof, and we have no intention and undertake no obligation to update or revise any forward looking statements, whether as a result of new information, future events or otherwise, except as required by law. The forward looking statements contained in this press release are expressly qualified by this cautionary statement.
INVESTOR INQUIRIES: Bauer Performance Sports Ltd.
Chief Financial Officer
Spinnaker Capital Markets Inc.
Kevin O’Connor / Ali Mahdavi
MEDIA INQUIRIES: Bauer Performance Sports Ltd.
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