CALGARY, ALBERTA--(Marketwired - July 6, 2016) -
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE U.S.
Black Diamond Group Limited ("Black Diamond") (TSX:BDI), a leading provider of modular accommodation and space rental solutions in Canada, the United States and Australia, announced today that it has entered into an agreement to sell 4,456,000 common shares ("Shares") on a bought deal basis at a price of $5.05 per Share to a syndicate of underwriters (the "Underwriters"), led by Raymond James Ltd. and including BMO Capital Markets, Acumen Capital Finance Partners Limited, Cormark Securities Inc., and Peters & Co. Limited, for gross proceeds of $22,502,800 (the "Offering"). In addition, Black Diamond has granted the Underwriters an over-allotment option, exercisable for a period of 30 days following closing of the Offering to purchase up to an additional 445,600 Shares which, if exercised, would increase the gross offering size to $24,753,080, to cover over-allotments, if any, and for market stabilization purposes. The Offering is expected to close on or about July 26, 2016, and is subject to the approval of securities regulatory authorities and the Toronto Stock Exchange.
Certain directors, officers, and employees of Black Diamond are expected to purchase 396,040 Shares (approximately $2.0 million) pursuant to the Offering.
The net proceeds of the Offering are expected to be used to partially repay outstanding indebtedness, which may be redrawn and used to fund capital expenditures, acquisitions, organic growth initiatives, working capital and for general corporate purposes.
The Offering will be completed by way of short form prospectus in all provinces of Canada, except Quebec, and on a private placement basis in the United States pursuant to exemptions from the registration requirements of the United States Securities Act of 1933, as amended (the "U.S. Securities Act").
The securities to be offered have not been, and will not be, registered under the U.S. Securities Act or any U.S. state securities laws and may not be offered or sold in the United States absent registration or absent an applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in the United States, nor shall there be any offer or sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
ABOUT BLACK DIAMOND
Black Diamond rents and sells modular workforce accommodation and space rental solutions to business customers in Canada, the United States and Australia. We also provide specialized field rentals to the oil and gas industries of Canada and the United States. In addition, we provide turnkey lodging services, as well as a host of related services that include transportation, installation, dismantling, repairs, maintenance and ancillary field equipment rentals. From twenty-three locations, we serve multiple sectors including oil and gas, mining, power, construction, engineering, military, government and education.
THE TORONTO STOCK EXCHANGE HAS NOT REVIEWED AND DOES NOT ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
This news release contains forward-looking statements within the meaning of applicable securities laws. In particular, this news release contains forward-looking statements with respect to the timing and completion of the proposed Offering. The expected level of insider participation in the Offering and the use of proceeds from the Offering. Although Black Diamond believes that the expectations reflected in such forward-looking statements are reasonable, undue reliance should not be placed on them because Black Diamond can give no assurance that such expectations will prove to be correct. Assumptions have been made with respect to, among other things, general economic and market conditions. Factors that could cause actual results to differ materially from those set forward in the forward looking statements include, among other things, general economic and market conditions, industry conditions, market and commodity price volatility and Black Diamond's financial and operational performance and results. Additional information on these and other factors that could affect Black Diamond's operations and financial performance are included in Black Diamond's annual information form and other reports on file with Canadian securities regulatory authorities and may be accessed through the SEDAR website (www.sedar.com) and at Black Diamond's website (www.blackdiamondgroup.com). Black Diamond disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.