Brookfield Asset Management has closed its US$260 million (C$350 million) investment in Superior Plus Corp, a Toronto-based energy distribution and specialty chemicals business. With the deal’s closing, Angelo Rufino, a Brookfield managing partner, has been appointed to Superior’s board.
TORONTO–(BUSINESS WIRE)–Superior Plus Corp. (“Superior” or the “Company”) (TSX: SPB) is pleased to announce the closing of its previously announced US$260 million (approximately C$350 million) equity investment (the “Brookfield Investment”) by an affiliate of Brookfield Asset Management Inc. (the “Investor”) through the purchase of newly created perpetual exchangeable Series 1 Preferred Stock (the “Preferred Stock”) issued by a U.S. subsidiary of Superior, Superior US Holdings Inc. (“Superior US Holdings”), on a private placement basis.
Superior US Holdings issued a total of 260,000 shares of Preferred Stock for aggregate gross proceeds of US$260 million. The shares of Preferred Stock will initially pay a monthly cash dividend of 7.25% per annum through to the end of Superior’s second fiscal quarter in 2027 and may be exchanged, at the Investor’s option, into common shares of Superior (“Common Shares”) at a Canadian dollar equivalent exchange price of $11.63 per Common Share (or approximately US$8.67 per Common Share). On an as-exchanged basis, the Brookfield Investment currently represents approximately 15% of the pro forma fully diluted outstanding Common Shares. The exchange price of the Preferred Stock will be subject to adjustment from time to time in accordance with the terms of the Preferred Stock.
In connection with the closing of the transaction, Superior has appointed Angelo Rufino, Managing Partner of Brookfield Asset Management Inc., to the board of directors of Superior.
Superior and Superior US Holdings have also entered into an investor rights agreement with the Investor providing for, among other things, customary registration rights, participation rights, certain standstill and transfer restrictions and certain director nomination rights. Additional information regarding the Brookfield Investment and the terms of the Preferred Stock will be included in a material change report to be filed by Superior on www.sedar.com. This press release is only a summary of certain principal terms of the Brookfield Investment and is qualified in its entirety by reference to the more detailed information contained in the material change report.
Superior consists of two primary operating businesses: Energy Distribution includes the distribution of propane and distillates, and supply portfolio management; and Specialty Chemicals includes the production and sale of specialty chemicals.
For further information about Superior, please visit our website: at www.superiorplus.com.