/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES./
WINNIPEG, MB, Nov. 3, 2021 /CNW/ - Ag Growth International Inc.
(TSX: AFN) ("AGI" or the "Company") is pleased to announce that it
has closed the previously announced public offering of
$100 million aggregate principal amount of convertible
unsecured subordinated debentures (the "Debentures") at a price of
$1,000 per Debenture. A syndicate
book run by CIBC Capital Markets and including National Bank
Financial Inc., TD Securities Inc., Scotia Capital Inc., ATB
Capital Markets Inc., BMO Nesbitt Burns Inc., Raymond James Ltd.,
Cormark Securities Inc., Desjardins Securities Inc. and Laurentian
Bank Securities Inc. (collectively, the "Underwriters") acted as
underwriters for the offering.
The Debentures have an interest rate of 5.00% per annum, a
maturity date of June 30, 2027, are
convertible at the option of the holder into common shares of AGI
at a conversion price of $45.14 per
share, and are listed for trading on the Toronto Stock Exchange
under the symbol "AFN.DB.I".
AGI has granted the Underwriters an over-allotment option,
exercisable in whole or in part for a period of 30 days following
closing, to purchase up to an additional $15
million aggregate principal amount of Debentures.
AGI will initially use the net proceeds of the offering to
partially repay outstanding indebtedness under its revolving credit
facilities, a portion of which will then be redrawn to fund the
redemption of the Company's 4.85% convertible unsecured
subordinated debentures due June 30,
2022 (the "Convertible Debentures") and for general
corporate purposes. The Convertible Debentures are listed on the
Toronto Stock Exchange under the symbol "AFN.DB.D" and the
redemption will be effective November 16,
2021 (the "Redemption Date"). The aggregate principal amount
of the Convertible Debentures outstanding is approximately
$86 million.
On the Redemption Date, AGI will pay holders of the Convertible
Debentures a redemption price equal to $1,000 for each $1,000 principal amount of Convertible Debentures
held, plus accrued and unpaid interest thereon up to but excluding
the Redemption Date, less any taxes required to be deducted or
withheld. Formal notice of redemption will be delivered to the
registered holders of Convertible Debentures through the debenture
trustee, Computershare Trust Company of Canada, in accordance with the trust indenture
governing the Convertible Debentures. Beneficial holders of the
Convertible Debentures are encouraged to contact their investment
dealer if they have any questions about the redemption.
This press release is not an offer of Debentures for sale in
the United States. The Debentures
may not be offered or sold in the United
States absent registration under the U.S. Securities Act of
1933, as amended, or an exemption from such registration. The
Company has not registered and will not register the Debentures
under the U.S. Securities Act of 1933, as amended. The Company does
not intend to engage in a public offering of Debentures in
the United States. This press
release shall not constitute an offer to nor shall there be any
sale of the Debentures in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
AGI Company Profile
AGI is a provider of the physical
equipment and digital technology solutions required to support
global food infrastructure including grain, fertilizer, seed, feed,
and food processing systems. AGI has manufacturing facilities in
Canada, the United States, the United Kingdom, Brazil, India, France, and Italy and distributes its product
globally.
Forward-Looking Information
This press release
contains certain forward-looking information within the meaning of
applicable Canadian securities laws. Forward-looking information is
often, but not always, identified by the use of words such as
"anticipate", "believe", "plan", "intend", "objective",
"continuous", "ongoing", "estimate", "expect", "may", "will",
"project", "should" or similar words suggesting future
outcomes.
In particular, this press release includes forward-looking
information relating to the anticipated use of the net proceeds of
the offering, the redemption of the Convertible Debentures and the
timing thereof. This information is based on current expectations
that involve a number of risks and uncertainties which could cause
actual results to differ from those anticipated. These risks
include, but are not limited to, the potential reallocation by AGI
of all or a portion of the net proceeds for business reasons,
including, among others, due to results of operations or as a
result of other business opportunities that may become available.
Additional information on these and other factors that could affect
AGI's operations, financial results or dividend payments are
included in AGI's annual information form and other reports on file
with Canadian securities regulatory authorities, which can be
accessed through the SEDAR website at www.sedar.com.
AGI assumes no obligation to update or revise any
forward-looking information, whether as a result of new
information, future events or any other reason, other than as
required by applicable securities laws. In the event AGI does
update any forward- looking information, no inference should be
made that it will make additional updates with respect to that
information, related matters, or any other forward-looking
information.
SOURCE Ag Growth International Inc. (AGI)
