Vancouver-based women’s apparel retailer Aritzia Inc has filed a final prospectus with Canadian securities regulatory authorities for a secondary offering of subordinate voting shares. As expected, the shares will be sold by Brian Hill, the company’s founder and CEO, and Berkshire Partners, a U.S. private equity firm. Priced at a top range of $16 per share, the offering is expected to generate gross proceeds of $400 million, or higher if an over-allotment option is exercised. The pricing gives Aritzia a market capitalization of $1.87 billion, Reuters reported. Berkshire acquired a majority stake in the company in late 2005.
Aritzia Inc. Files Final Prospectus and Announces Pricing of Initial Public Offering
VANCOUVER, Sept. 26, 2016 /CNW/ – Aritzia Inc. (“Aritzia”) announced today that it has obtained a receipt for its final prospectus filed with the securities regulatory authorities in each of the provinces and territories of Canada and has entered into an underwriting agreement for the secondary offering (the “Offering”) of subordinate voting shares of Aritzia by entities controlled by Brian Hill, Aritzia’s Founder and Chief Executive Officer, and by an investment vehicle managed by Boston-based private equity firm Berkshire Partners LLC (collectively, the “Selling Shareholders”). Pursuant to the Underwriting Agreement, the Selling Shareholders have agreed to sell 25,000,000 subordinate voting shares at a price of $16.00 per share, for total gross proceeds to the Selling Shareholders of $400,000,000. Aritzia will not receive any proceeds from the Offering.
The Offering is being made through a syndicate of underwriters led by CIBC Capital Markets, Merrill Lynch Canada Inc. and TD Securities Inc., as joint bookrunners.
The underwriters have also been granted an over-allotment option (the “Over-Allotment Option”) to purchase up to an additional 3,750,000 subordinate voting shares from the Selling Shareholders at a price of $16.00 per share for additional gross proceeds of approximately $60,000,000 if the Over-Allotment Option is exercised in full. The Over-Allotment Option can be exercised for a period of 30 days from the closing date.
The closing of the Offering is expected to occur on October 3, 2016, subject to customary closing conditions, at which time the subordinate voting shares will commence trading on the Toronto Stock Exchange (the “TSX”) under the symbol “ATZ”. The TSX has conditionally approved the listing of the subordinate voting shares, subject to fulfilling customary TSX requirements. A copy of the final prospectus is available on SEDAR at www.sedar.com.
No securities regulatory authority has either approved or disapproved of the contents of this news release. The subordinate voting shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws. Accordingly, the subordinate voting shares may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws. This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities of Aritzia in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Aritzia is a rapidly growing innovative design house and fashion retailer of exclusive brands. Aritzia designs apparel and accessories for its collection of exclusive brands and sells them under the Aritzia banner. Aritzia’s expansive and diverse range of women’s fashion apparel and accessories addresses a broad range of style preferences and lifestyle requirements for women aged 15 to 45. Aritzia is well known and deeply loved by its customers in Canada with growing customer awareness and affinity in the United States and outside of North America. Aritzia aims to delight its customers through an aspirational shopping experience and exceptional customer service that extends across its 75 retail stores and eCommerce business, aritzia.com.
Certain information in this press release, including statements relating to the closing date of the Offering, the date that trading of the subordinate voting shares is expected to commence on the TSX and the exercise of the Over-Allotment Option, constitutes forward-looking information. In some cases, but not necessarily in all cases, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “targets”, “expects” or “does not expect”, “is expected”, “an opportunity exists”, “is positioned”, “estimates”, “intends”, “assumes”, “anticipates” or “does not anticipate” or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might”, “will” or “will be taken”, “occur” or “be achieved”. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances contain forward-looking information. Statements containing forward-looking information are not historical facts but instead represent management’s expectations, estimates and projections regarding future events.
Forward-looking information is necessarily based on a number of opinions, assumptions and estimates that, while considered reasonable by Aritzia as of the date of this press release, are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to the factors described in greater detail in the “Risk Factors” section of the final prospectus available at www.sedar.com. These factors are not intended to represent a complete list of the factors that could affect Aritzia; however, these factors should be considered carefully. There can be no assurance that such estimates and assumptions will prove to be correct. In particular, the closing of the Offering is subject to customary closing conditions and there can be no assurance that all such conditions will be satisfied. The forward-looking statements contained in this press release are made as of the date of this press release, and Aritzia expressly disclaims any obligation to update or alter statements containing any forward-looking information, or the factors or assumptions underlying them, whether as a result of new information, future events or otherwise, except as required by law.
For further information: Media Contact: Brittany Fraser, ICR, Inc., 647-277-1231, Brittany.firstname.lastname@example.org
Photo courtesy of Aritzia Inc