Bain and Caisse de dépôt take $300 mln from BRP secondary deal

The previously-announced sale by Bain Capital and the Caisse de dépôt et placement du Québec of holdings in Bombardier Recreational Products Inc (BRP, TSX: DOO) has been closed. The secondary offering saw Bain and the Caisse dispose of 10 million subordinate voting shares in the company, generating aggregate gross proceeds of $300 million. Upon the deal’s completion, Bain held 26.9% of issued and outstanding shares in the business, and the Caisse held 5.1%. The Valcourt, Québec-based BRP, which develops, manufactures and distributes power-sports vehicles, was bought by Bain, the Caisse and members of the Bombardier family in 2003. The company completed an initial public offering in May 2013.

PRESS RELEASE

BRP Inc. announces closing of secondary offering and concurrent closing of the over-allotment option

VALCOURT, QC, Jan. 31, 2014 /CNW Telbec/ – BRP Inc. (“BRP” or the “Company”) announced today the closing of the previously announced bought deal secondary offering and the concurrent closing of the exercise of the over-allotment option granted to the underwriters. Pursuant to the secondary offering and exercise of the over-allotment option, Bain Capital Luxembourg Investments S.à r.l. (“Bain”), Caisse de dépôt et placement du Québec (“CDPQ”) and other selling shareholders (collectively, the “Selling Shareholders”) sold an aggregate of 10,000,000 subordinate voting shares of BRP (“Subordinate Voting Shares”) at a price of $30.00 per share for aggregate gross proceeds of $300 million to the Selling Shareholders. 7,700,433 of the Subordinate Voting Shares were sold by Bain, 1,598,872 of the Subordinate Voting Shares were sold by CDPQ and 700,695 of the Subordinate Voting Shares were sold by the other selling shareholders. The Company did not receive any of the proceeds from this offering.

Following this offering, Beaudier Inc. (together with 4338618 Canada Inc.), Bain and CDPQ hold 41,237,476, 31,744,393 and 6,041,475 multiple voting shares of BRP (“Multiple Voting Shares” and, collectively with the Subordinate Voting Shares, the “Shares”), respectively, representing approximately 34.9%, 26.9% and 5.1%, respectively, of the Company’s issued and outstanding Shares and approximately 48.2%, 37.1% and 7.1%, respectively, of the voting power attached to all outstanding Shares.

The Subordinate Voting Shares were offered by an underwriting syndicate led by BMO Nesbitt Burns Inc., RBC Dominion Securities Inc., UBS Securities Canada Inc. and Citigroup Global Markets Canada Inc., acting as joint bookrunners, and including CIBC World Markets Inc., Desjardins Securities Inc., Scotia Capital Inc., Canaccord Genuity Corp., National Bank Financial Inc. and Robert W. Baird & Co. Incorporated.

This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities of the Company in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities 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 an applicable exemption from the registration requirements of the U.S. Securities Act of 1933 and other applicable securities laws.

About BRP
BRP is a global leader in the design, development, manufacturing, distribution and marketing of powersports vehicles. Distributed in 105 countries, its portfolio of brands and products includes Ski-Doo and Lynx snowmobiles, Sea-Doo watercraft, Can-Am all-terrain and side-by-side vehicles, Can-Am roadsters, Evinrude outboard engines, as well as Rotax propulsion systems. BRP employs approximately 6,800 people worldwide.

www.brp.com
@BRPnews

Ski-Doo, Lynx, Sea-Doo, Evinrude, Rotax, Can-Am and the BRP logo are trademarks of Bombardier Recreational Products Inc. or its affiliates.

Forward-Looking Statements
Certain statements in this press release constitute forward-looking statements. The words “scheduled”, “may”, “will”, “would”, “should”, “could”, “expects”, “plans”, “intends”, “trends”, “indications”, “anticipates”, “believes”, “estimates”, “predicts”, “likely” 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 estimates and assumptions made by the Company in light of its experience and perception of historical trends, current conditions and expected future developments, as well as other factors that the Company believes are 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 the Company’s actual results or affairs to differ materially from those expressed or implied by the forward-looking statements, including, without limitation, the factors discussed in the “Risk Factors” section of the final short form prospectus dated January 24, 2014 available at www.sedar.com. These factors are not intended to represent a complete list of the factors that could affect the Company; however, these factors should be considered carefully. The forward looking statements contained in this press release are made as of the date of this press release, and the Company has no intention and undertakes 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 applicable securities regulations. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement.

SOURCE BRP

For further information:
Johanne Denault
Manager, Corporate Communications
Tel: 450.532.5173
johanne.denault@brp.com

Jon Reider
Investor Relations
Tel: 450-532-6311
jon.reider@brp.com

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