Premium Brands Holdings Corporation Announces Completion of $288 Million Public Offering of Common Shares and 4.20% Convertible Unsecured Subordinated Debentures and $34.5 Million Concurrent Private Placement of Common Shares

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VANCOUVER, BC, July 16, 2020 /CNW/ - Premium Brands Holdings Corporation ("Premium Brands" or the "Company") (TSX: PBH), a leading producer, marketer and distributor of branded specialty food products, is pleased to announce the successful closing of the issue and sale of (i) 1,599,650 common shares of the Company (the "Offered Shares") at a price (the "Share Issuance Price") of $86.30 per Offered Share (including 208,650 common shares of the Company issued in connection with the exercise, in full, of the Underwriters' (as defined below) over-allotment option in respect of the Offered Shares) and (ii) $150,000,000 aggregate principal amount of 4.20% convertible unsecured subordinated debentures (the "Offered Debentures" and, together with the Offered Shares, the "Offered Securities") at a price (the "Debenture Issuance Price") of $1,000 per Offered Debenture, for aggregate gross proceeds to the Company of approximately $288 million (the "Offering").

The Offered Securities were offered to the public through a syndicate of underwriters which was co-led by National Bank Financial Inc., BMO Capital Markets, CIBC Capital Markets, Cormark Securities Inc. and Scotiabank, and included TD Securities Inc., RBC Dominion Securities Inc., Canaccord Genuity Corp., Industrial Alliance Securities Inc. and Desjardins Securities Inc. (collectively, the "Underwriters"). The Company has also granted to the Underwriters an over-allotment option to purchase up to an additional $22,500,000 aggregate principal amount of 4.20% convertible unsecured subordinated debentures each at the Debenture Issuance Price per debenture, exercisable in whole or in part at any time for a period of up to 30 days following closing of the Offering.

Concurrent with the closing of the Offering, Premium Brands completed a private placement (the "Concurrent Private Placement") of 400,200 common shares of the Company at the Share Issuance Price with Canada Pension Plan Investment Board ("CPP Investments") (including 52,200 common shares of the Company issued in connection with the exercise, in full, of CPP Investments additional share option), for aggregate gross proceeds to the Company of approximately $34.5 million. The common shares issued to CPP Investments pursuant to the Concurrent Private Placement will be subject to a four-month statutory hold period from the date of issue, subject to certain exempt trades permitted by applicable securities legislation.

The Company intends to use the net proceeds of the Offering and the Concurrent Private Placement to reduce existing indebtedness under one of its revolving credit facilities (the "Credit Facility"), thereby increasing the amount available to be drawn under such Credit Facility, as required, to fund future potential strategic acquisitions and capital projects that may arise.

The Offered Debentures will bear interest from the date of issue at 4.20% per annum, payable semi–annually in arrears on March 31 and September 30 of each year commencing March 31, 2021, and have a maturity date of September 30, 2027 (the "Maturity Date").

The Offered Debentures are convertible at the holder's option at any time prior to the close of business on the earlier of the Maturity Date and the business day immediately preceding the date specified by the Company for redemption of the Offered Debentures into common shares at a conversion price of $142.40 per common share (the "Conversion Price"), subject to adjustments as provided in the indenture governing the Offered Debentures. The Conversion Price equates to a conversion rate of 7.0225 common shares for each $1,000 principal amount of Offered Debentures.

The Debentures will be listed on the Toronto Stock Exchange under the symbol "PBH.DB.H".

About Premium Brands

Premium Brands owns a broad range of leading specialty food manufacturing and differentiated food distribution businesses with operations across Canada and the United States.

Forward-Looking Statements

This press release contains forward looking statements with respect to the Company, including its business operations, strategy and financial performance and condition. Although management believes that the expectations reflected in such forward looking statements are reasonable and represent the Company's internal expectations and belief as of the date hereof, such statements involve unknown risks and uncertainties beyond the Company's control which may cause its actual performance and results in future periods to differ materially from any estimates or projections of future performance or results expressed or implied by such forward looking statements.

Forward looking statements generally can be identified by the use of forward looking words such as "may", "could", "should", "would", "will", "expect", "intend", "plan", "estimate", "project", "anticipate", "believe" or "continue", or the negative thereof or similar variations. These forward-looking statements include statements with respect to the Company's intended use of the net proceeds of the Offering and the Concurrent Private Placement.

Some of the factors that could affect future results and could cause results to differ materially from those expressed in the forward-looking statements are outlined in the Company's final short form prospectus dated July 9, 2020 under Risk Factors and in the Company's 2019 MD&A under Risks and Uncertainties, each of which is filed electronically through SEDAR and is available online at www.sedar.com.

Assumptions used by the Company to develop forward looking statements contained in this press release are based on information currently available to the Company and include those assumptions outlined in the Company's final short form prospectus dated July 9, 2020 under Forward-Looking Information and in the Company's 2019 MD&A under Forward Looking Statements. Readers are cautioned that this information is not exhaustive.

Unless otherwise indicated, the forward looking statements in this document are made as of the date hereof and, except as required by applicable law, will not be publicly updated or revised. This cautionary statement expressly qualifies the forward looking statements in this press release.

SOURCE Premium Brands Holdings Corporation

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