PE-backed CPI Card Group sets IPO pricing terms

Littleton, Colorado-based CPI Card Group, a provider of financial, commercial and ID cards, has priced its IPO of over 17.6 million shares at between $16 and $18 per share. BMO Capital Markets, Goldman Sachs and CIBC are serving as the lead underwriters. CPI Card Group is backed by Tricor Pacific Capital.

PRESS RELEASE

LITTLETON, COLORADO, Sep 22, 2015 (Marketwired via COMTEX) — CPI Card Group Inc. (the “Company”) today announced that it has commenced an underwritten initial public offering of 17,647,059 shares of common stock with 8,982,353 shares to be sold by the Company and 8,664,706 shares to be sold by certain existing stockholders (the “Selling Stockholders”). The initial public offering price is expected to be between US$16.00 and US$18.00 per share of common stock. The underwriters will have a 30-day option to purchase up to an additional 2,647,059 shares of common stock from the Selling Stockholders.

The Company expects to receive net proceeds of approximately US$140 million from the offering and intends to use such proceeds to redeem the remaining outstanding shares of its preferred stock, to terminate its phantom stock plan and to satisfy all liabilities due thereunder and to repay outstanding indebtedness.

BMO Capital Markets, Goldman, Sachs & Co. and CIBC will act as joint book-running managers for the offering.

A registration statement, on Form S-1 relating to these securities has been filed with the U.S. Securities and Exchange Commission (“SEC”) but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time that the registration statement becomes effective. Copies of the registration statement can be accessed through the SEC’s website at www.sec.gov. A preliminary prospectus relating to these securities has also been filed with the securities regulatory authorities in each of the provinces and territories of Canada. The preliminary prospectus is subject to completion or amendment. There will not be any sale or any acceptance of any offers to buy these securities in any province or territory of Canada until a receipt for a final prospectus has been obtained from the securities regulatory authorities in such provinces and territories. Copies of the Canadian preliminary prospectus may be obtained from the underwriters at the addresses set out below and is available on SEDAR at www.sedar.com.

The offering of these securities will be made only by means of a prospectus. A copy of the U.S. preliminary prospectus related to the offering has been filed with the SEC and may be obtained from: BMO Capital Markets Corp., Attn: Equity Syndicate Department, 3 Times Square, New York, NY 10036, or by telephone at 1-(800)-414-3627 or by email at bmoprospectus@bmo.com; Goldman, Sachs & Co., Attention: Prospectus Department, 200 West Street, New York, New York 10282, or by telephone at 1-(866)-471-2526 or by email at prospectus-ny@ny.email.gs.com; or CIBC, by telephone at 1-(800)-282-0822 or by email at useprospectus@us.cibc.com.

This press release does not constitute an offer to sell or a solicitation of an offer to buy the Company’s common stock, nor shall there be any sale of such shares in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.