Canadian mid-market private equity firm Clairvest Group has entered into a standby purchase agreement with Discovery Air Inc (TSX: DA) to facilitate the company’s efforts to raise $15 million in an equity offering. A portfolio investment of Clairvest since 2011, the Etobicoke, Ontario-based Discovery Air is a specialty aviation company. In Dec. 2013, the company acquired Advanced Training Systems International Inc, a U.S airborne training services company based in Mesa, Arizona.
Toronto, Ontario (February 25, 2014) – Clairvest Group Inc. (TSX: CVG) (“Clairvest”) announced today that it has agreed to provide a standby commitment for a rights offering that, subject to the receipt of applicable regulatory approvals, Discovery Air Inc. (DA.A) (“Discovery Air”) has agreed to undertake in order to raise $15 million of equity capital (the “Offering”).
Clairvest has entered into a standby purchase agreement (the “Standby Agreement”) with Discovery Air. Under the Standby Agreement, Clairvest has agreed, subject to certain conditions, to purchase from Discovery Air such number of common shares that are available to be purchased, but not otherwise subscribed for under the Offering, up to a predetermined cap. The cap is equal to that number of common shares equal to the difference between (i) 49.0% of the number of common shares issued and outstanding upon the closing of the Offering, and (ii) the number of common shares beneficially owned, directly or indirectly, by Clairvest (the “Cap”). Clairvest has separately agreed with Discovery Air that if Clairvest is unable to purchase all of the common shares issuable pursuant to the Offering without exceeding the Cap and Discovery Air has raised less than gross proceeds of $15,000,000 from the Offering, Clairvest
will, subject to and in accordance with applicable laws, provide funding on commercially reasonable terms to Discovery Air in an amount equal to such shortfall through a subordinated, secured loan.
Clairvest and entities controlled by Clairvest have made an investment in Discovery Air in September 2011 by way of convertible secured debt. Over the course of the last year, Discovery Air was unable to remain in compliance at all times with certain financial covenants contained in the convertible secured debt and received waivers from Clairvest. Clairvest has provided an additional two quarter waiver to
Discovery Air and will provide a further two quarter waiver on completion of the rights offering.
Clairvest Group Inc. is a private equity management firm that invests its own capital, and that of third parties through the Clairvest Equity Partners limited partnerships, in businesses that have the potential to generate superior returns. In addition to providing financing, Clairvest contributes strategic expertise and execution ability to support the growth and development of its investee partners. Clairvest realizes value through investment returns and the eventual disposition of its investments.
Director, Investor Relations and Marketing
Clairvest Group Inc.
Tel: (416) 925-9270
Fax: (416) 925-5753
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