Premium Brands Holdings Corporation
TSX : PBH

Premium Brands Holdings Corporation

November 09, 2009 08:35 ET

Premium Brands Holdings Corporation Announces Completion of $35,000,000 Financing of 7% Convertible Unsecured Subordinated Debentures

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Nov. 9, 2009) -

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.

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 today of $35,000,000 aggregate principal amount of 7% convertible unsecured subordinated debentures (the "Debentures") at a price of $1,000 per Debenture(the "Offering"). The Debentures were offered to the public through a syndicate of underwriters which was co-led by TD Securities Inc. and National Bank Financial Inc. and included, Scotia Capital Inc., BMO Capital Markets, CIBC and Clarus Securities Inc. (collectively, the "Underwriters"). The Company intends to use the net proceeds from the financing to reduce existing indebtedness, the majority of which will then be available to be drawn as required for business acquisitions, which form a core part of the Company's growth strategy, and capital projects.

The Debentures bear interest from the date of issue at 7% per annum, payable semi-annually in arrears on December 31 and June 30 each year commencing June 30, 2010 and have a maturity date of December 31, 2014 (the "Maturity Date"). Furthermore, they 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 Debentures into common shares at a conversion price of $14.50 per common share, being a conversion rate of 68.9655 common shares for each $1,000 principal amount of Debentures, subject to adjustment as provided in the indenture governing the Debentures.

As part of the Offering, the Company has granted to the Underwriters an over-allotment option to purchase up to an additional $5,250,000 aggregate principal amount of Debentures at the same price, exercisable in whole or in part at any time for a period of up to 30 days from November 9th, 2009.

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

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction.

About Premium Brands

Premium Brands owns a broad range of leading branded specialty food businesses with manufacturing and distribution facilities located in British Columbia, Alberta, Saskatchewan, Manitoba and Washington. In addition, the Company owns proprietary food distribution and wholesale networks through which it sells both its own products and those of third parties to approximately 25,000 customers. The Company's family of brands include Grimm's, Harvest, McSweeney's, Bread Garden, Hygaard, Hempler's, Quality Fresh Foods, Gloria's Fresh, Harlan's, Centennial Foodservice and B&C Foods.

Forward-Looking Statements

This press release includes forward looking statements with respect to Premium Brands, including its business operations strategy and financial performance and condition. These 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. Although management believes that the expectations reflected in such forward looking statements are reasonable and represent Premium Brands' internal expectations and belief as of November 9th, 2009, such statements involve unknown risks and uncertainties beyond Premium Brands 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.

Important factors that could cause actual results to differ materially from Premium Brands' expectations are discussed in the Fund's Annual Information Form, which is filed electronically through SEDAR and is available online at www.sedar.com. It should be noted that this list of important factors affecting forward looking information may not be exhaustive.

Unless otherwise indicated, the forward looking information in this press release is made as of November 9th, 2009 and, except as required by applicable law, will not be publicly updated or revised. This cautionary statement expressly qualifies the forward looking information in this document.

Contact Information

  • Premium Brands Holdings Corporation
    George Paleologou
    President and CEO
    (604) 656-3100
    or
    Premium Brands Holdings Corporation
    Will Kalutycz
    CFO
    (604) 656-3100
    www.premiumbrandsholdings.com