Vitamin and natural health products company Jamieson Wellness Inc has filed a final prospectus with Canadian securities regulators for an initial public offering of common shares. As reported by PE Hub Canada this month, Jamieson plans to raise $300 million. The issue, which will include a secondary offering by certain investors, among them U.S. private equity firm CCMP Capital Advisors, is priced at $15.75 per unit. The Windsor, Ontario-based company also authorized a greenshoe option to raise up to $45 million. CCMP, which acquired Jamieson in 2014, will account for these additional proceeds if secured.
Jamieson Wellness Inc. Files Final Prospectus and Announces Pricing of Initial Public Offering
TORONTO, ONTARIO–(Marketwired – June 29, 2017) –
Jamieson Wellness Inc. (“Jamieson Wellness” or the “Company”) announced today that it has filed a final prospectus with the securities regulatory authorities in each of the provinces and territories of Canada and obtained a receipt therefor in respect of its initial public offering (the “Offering”) of common shares (“Common Shares”), including a treasury offering and a secondary offering by certain shareholders (the “Selling Shareholders”), including an entity which is controlled by certain funds to which investment advisory services are provided by CCMP Capital Advisors, LP (“CCMP”), of an aggregate of 19,050,000 Common Shares at a price of $15.75 per share (the “Offering Price”) for total gross proceeds of $300,037,500, with Jamieson Wellness and the Selling Shareholders receiving gross proceeds of $244,987,391 and $55,050,109, respectively. A copy of the final prospectus in respect of the Offering is available on SEDAR at www.sedar.com.
Pursuant to the Offering, 15,554,755 Common Shares will be issued by Jamieson Wellness from treasury (the “Treasury Offering”) and 3,495,245 Common Shares will be sold by the Selling Shareholders pursuant to a secondary offering (the “Secondary Offering”). Jamieson Wellness will not receive any proceeds from the Secondary Offering.
The Offering is being made through a syndicate of underwriters (the “Underwriters”) led by BMO Capital Markets and RBC Capital Markets acting as joint bookrunners, and includes CIBC World Markets Inc., Scotiabank, National Bank Financial Inc., TD Securities Inc., Canaccord Genuity Corp. and Cormark Securities Inc. Jamieson Wellness and the Selling Shareholders have entered into an underwriting agreement in connection with the Offering, pursuant to which, among other things, CCMP has granted to the Underwriters an over-allotment option (the “Over-Allotment Option”), exercisable in whole or in part for a period of 30 days following the closing of the Offering, to purchase up to an additional 2,857,500 Common Shares at the Offering Price for additional gross proceeds of up to $45,005,625 to CCMP, if the Over-Allotment Option is exercised in full.
The closing of the Offering is expected to occur on or about July 7, 2017 (the “Closing Date”) and is subject to customary closing conditions, including the receipt of all necessary regulatory approvals. Jamieson Wellness has received conditional listing approval of the Toronto Stock Exchange (the “TSX”) for the listing of the Common Shares being issued and sold pursuant to the Offering. Listing remains subject to Jamieson Wellness fulfilling customary TSX requirements. The Common Shares are expected to commence trading on the TSX under the symbol “JWEL” on the Closing Date.
This press release is not an offer of Common Shares for sale in the United States, and the Common Shares may not be offered or sold in the United States absent registration or an exemption from registration. The Common Shares have not been and will not be registered under the United States Securities Act of 1933, as amended, or the securities laws of any state of the United States.
About Jamieson Wellness
Jamieson Wellness is dedicated to improving the world’s health and wellness with its portfolio of innovative natural health brands. Established in 1922, Jamieson Vitamins is the Company’s heritage brand and Canada’s #1 consumer health brand. Jamieson Wellness manufactures and markets sports nutrition products and specialty supplements under its Progressive, Precision and Iron Vegan brands. The Company also markets products by Lorna Vanderhaeghe Health Solutions (LVHS), the #1 women’s natural health focused brand in Canada. For more information please visit jamiesonwellness.com.
This press release may contain forward-looking information within the meaning of applicable securities legislation, which reflects the Company’s current expectations regarding future events, including the expected Closing Date. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the Company’s control, that could cause actual results and events to differ materially from those that are disclosed in or implied by such forward-looking information. Such risks and uncertainties include, but are not limited to, failure to complete the Offering, and the factors discussed under “Risk Factors” in the final prospectus of the Company dated June 29, 2017. The Company does not undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Photo courtesy of Reuters/David Gray