MONTREAL, QUEBEC--(Marketwire - Nov. 30, 2012) -
NOT FOR DISTRIBUTION TO U.S. WIRE SERVICES OR FOR DISTRIBUTION INTO THE UNITED STATES.
Stella-Jones Inc. (TSX:SJ) ("Stella-Jones" or the "Company") announced today that it has completed the private placements of subscription receipts of the Company previously announced on November 20, 2012. Pursuant to such private placements, Stella-Jones has issued 1,176,500 subscription receipts at a price of $68.00 per subscription receipt for aggregate gross proceeds to the Company of approximately $80.0 million. RBC Capital Markets led a syndicate of underwriters for a private placement of 721,200 subscription receipts, and Stella Jones International S.A. purchased 455,300 subscription receipts on a private placement basis.
Net proceeds from the private placements will be used by the Company to partially fund the acquisition of McFarland Cascade Holdings, Inc. (the "Acquisition"), which is expected to close later today. The subscription receipts will be exchangeable, without additional payment, into common shares of the Company on a one-for-one basis upon completion of the Acquisition. If the Acquisition is not completed by December 23, 2012, then the subscription receipts will be automatically terminated and cancelled and the principal amount subscribed plus accrued interest will be returned to the holders thereof.
This press release is not an offer to sell, or a solicitation of an offer to buy, any securities. The securities referred to in this press release 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 except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act of 1933.
Stella-Jones Inc. (TSX:SJ) is a leading producer and marketer of pressure treated wood products. The Company supplies North America's railroad operators with railway ties, timbers and recycling services; and the continent's electrical utilities and telecommunications companies with utility poles. Stella-Jones also provides industrial products and services for construction and marine applications, as well as residential lumber to retailers and wholesalers for outdoor applications. The Company's common shares are listed on the Toronto Stock Exchange.
Except for historical information provided herein, this press release contains information and statements of a forward-looking nature concerning the Acquisition. These statements are based on suppositions, uncertainties and other factors as well as on management's best possible evaluation of future events. Such factors may include, without excluding other considerations, satisfaction of closing conditions, or failure to complete or delay in completing the Acquisition for any other reason. As a result, readers are advised that actual results may differ from expected results and should not place undue reliance on forward-looking information.