NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
TORONTO, June 01, 2021 (GLOBE NEWSWIRE) — Softchoice Corporation (“Softchoice” or the “Company”) announced today the closing of its previously announced initial public offering (the “Offering”) of 17,500,000 common shares of the Company (the “Common Shares”) at a price of C$20.00 per Common Share (the “Offering Price”), for total gross proceeds of C$350 million.
The Common Shares previously commenced trading on the Toronto Stock Exchange (the “TSX”) under the symbol “SFTC” on May 27, 2021 on an “if, as and when issued” basis. Following the closing of the Offering, the Common Shares will now trade on the TSX on a “regular” basis.
The Offering included a treasury offering by Softchoice and a secondary offering by the Birch Hill Group (collectively, the “Selling Shareholders”). Softchoice sold 4,375,000 Common Shares under the Offering at a price per Common Share equal to the Offering Price, for total gross proceeds to Softchoice of C$87,500,000. The Selling Shareholders sold an aggregate of 13,125,000 Common Shares at a price per Common Share equal to the Offering Price, for total gross proceeds to the Selling Shareholders of C$262,500,000. Softchoice did not receive any proceeds from the secondary offering by the Selling Shareholders.
The Selling Shareholders have granted the Underwriters (as defined below) an over-allotment option (the “Over-Allotment Option”) to purchase up to an additional 2,625,000 Common Shares at a price per Common Share equal to the Offering Price, for additional gross proceeds of up to C$52,500,000 if the Over-Allotment Option is exercised in full. The Over-Allotment Option can be exercised in whole or in part, at any time, in the sole discretion of the Underwriters, for a period of 30 days from and including the closing date of the Offering.
The Company expects to use the net proceeds from the treasury offering to repay certain outstanding indebtedness that was incurred for the purpose of funding certain payments relating to the pre-closing capital changes of the Company, as further described in the Prospectus (as defined below).
The Offering was made through a syndicate of underwriters led by TD Securities Inc. and Goldman Sachs Canada Inc., as joint bookrunners, and including RBC Capital Markets, National Bank Financial Inc., CIBC Capital Markets, Scotiabank, BMO Capital Markets, Cormark Securities Inc., Laurentian Bank Securities Inc., ATB Capital Markets Inc., Raymond James Ltd. and INFOR Financial Inc.
The Offering was completed pursuant to the Company’s supplemented PREP prospectus dated May 26, 2021 (the “Prospectus”), which was filed with the securities regulators in each of the provinces and territories of Canada. A copy of the Prospectus is available under the Company’s profile on SEDAR at www.sedar.com.
No securities regulatory authority has either approved or disapproved of the contents of this news release. The Common 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 the securities laws of any state of the United States (as such term is defined in Regulation S under the U.S. Securities Act) and may not be offered, sold or delivered, directly or indirectly, in the United States, except pursuant to an exemption 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 solicitation of an offer to buy any of these securities in any jurisdiction in which the offering or sale is not permitted.
About Softchoice
Softchoice is a technology services and solutions provider that equips organizations to be agile and innovative, and for their people to be engaged, connected and creative at work. That means moving them to the cloud, helping them build the workplace of tomorrow, and enabling them to make smarter decisions about their technology portfolio.. For more information, please visit www.softchoice.com.
Forward-Looking Statements
This news release may contain forward-looking information within the meaning of applicable securities laws, which reflects the Company’s current expectations regarding future events, including statements with regard to the use of net proceeds by the Company from the treasury offering. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the Company’s control. Such risks and uncertainties include, but are not limited to the factors discussed under “Risk Factors” in the Prospectus. Actual results could differ materially from those projected herein. Unless otherwise noted or the context otherwise indicates, the forward-looking information contained in this news release is provided as of the date of this news release and Softchoice does not undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required under applicable securities laws.
Contacts:
LodeRock Advisors Inc.
Tim Foran
416-986-8515
Tim.Foran@loderockadvisors.com
Softchoice Corporation
Oindrila Hazra
647-269-3971
Oindrila.Hazra@softchoice.com
