/NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER UNITED STATES WIRE
SERVICES/
VALCOURT, QC, Sept. 19, 2013 /CNW Telbec/ - Bain Capital Luxembourg
Investments S.à r.l. ("Bain"), Caisse de dépôt et placement du Québec
("CDPQ") and BRP Inc. (TSX: DOO) (the "Company") announce that Bain,
CDPQ and the Company have entered into an agreement with a syndicate
led by BMO Capital Markets and RBC Capital Markets (collectively the
"Underwriters") to complete a secondary offering. Under the agreement,
the Underwriters have agreed to purchase 8,000,000 subordinate voting
shares of the Company ("Subordinate Voting Shares") at a purchase price
of $27.85 per Subordinate Voting Share for gross proceeds of
approximately $222,800,000. 6,720,903 of the Subordinate Voting Shares
are being sold to the Underwriters by Bain and 1,279,097 of the
Subordinate Voting Shares are being sold to the Underwriters by CDPQ.
The transaction is expected to close on or about October 9, 2013.
Closing is subject to a number of customary conditions, including
receipt of all necessary regulatory approvals.
Bain currently holds 46,866,424 multiple voting shares of the Company
("Multiple Voting Shares" and, collectively with the Subordinate Voting
Shares, the "Shares"), representing approximately 39.7% of the issued
and outstanding Shares and approximately 46.6% of the voting power
attached to all of the Shares. Following the closing of the offering,
Bain will hold 40,145,521 Multiple Voting Shares, representing
approximately 34.0% of the issued and outstanding Shares and
approximately 42.8% of the voting power attached to all of the Shares.
CDPQ currently holds 8,919,444 Multiple Voting Shares representing
approximately 7.6% of the issued and outstanding Shares and
approximately 8.9% of the voting power attached to all of the Shares.
Following the closing of the offering, CDPQ will hold 7,640,347
Multiple Voting Shares, representing approximately 6.5% of the issued
and outstanding Shares and approximately 8.1% of the voting power
attached to all of the Shares.
The net proceeds of the offering will be paid directly to Bain and CDPQ.
The Company will not receive any proceeds from the offering.
The Subordinate Voting Shares will be offered by way of a short form
prospectus in all of the provinces and territories of Canada and may
also be offered by way of private placement in the United States. This
press release does not constitute an offer to sell or a solicitation of
an offer to buy any securities of the Company in any jurisdiction in
which such offer, solicitation or sale would be unlawful. The
securities being offered have not been and will not be registered under
the U.S. Securities Act of 1933, as amended, and may not be offered or
sold in the United States absent registration or an applicable
exemption from the registration requirements of the U.S. Securities Act
of 1933 and other applicable securities laws.
About BRP
BRP (TSX: DOO) is a global leader in the design, development,
manufacturing, distribution and marketing of powersports vehicles.
Distributed in 105 countries, its portfolio of brands and products
includes Ski-Doo and Lynx snowmobiles, Sea-Doo watercraft, Can-Am
all-terrain and side-by-side vehicles, Can-Am roadsters, Evinrude
outboard engines, as well as Rotax propulsion systems. BRP employs
approximately 6,800 people worldwide.
www.brp.com
@BRPnews
Ski-Doo, Lynx, Sea-Doo, Evinrude, Rotax, Can-Am, Spyder and the BRP logo
are trademarks of Bombardier Recreational Products Inc. or its
affiliates.
Forward-Looking Statements
Certain statements in this press release, including statements relating
to the use of proceeds of the offering, the closing date of the
offering, the exercise of the over-allotment and the use of proceeds
thereof constitute forward-looking statements. The words "scheduled",
"may", "will", "would", "should", "could", "expects", "plans",
"intends", "trends", "indications", "anticipates", "believes",
"estimates", "predicts", "likely" or "potential" or the negative or
other variations of these words or other comparable words or phrases,
are intended to identify forward-looking statements.
Forward-looking statements are based on estimates and assumptions made
by the Company in light of its experience and perception of historical
trends, current conditions and expected future developments, as well as
other factors that the Company believes are appropriate and reasonable
in the circumstances, but there can be no assurance that such estimates
and assumptions will prove to be correct. In particular, the closing of
the offering and use of proceeds thereof is subject to customary
closing conditions and there can be no assurance that all such
conditions will be satisfied. Many factors could cause the Company's
actual results or affairs to differ materially from those expressed or
implied by the forward-looking statements, including, without
limitation, the factors discussed in the "Risk Factors" section of the
final base PREP prospectus available at www.sedar.com. These factors are not intended to represent a complete list of the
factors that could affect the Company; however, these factors should be
considered carefully. The forward-looking statements contained in this
press release are made as of the date of this press release, and the
Company has no intention and undertakes no obligation to update or
revise any forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by
applicable securities regulations.
SOURCE BRP