DBM Doman Building Materials Group Ltd

Doman Building Materials Group Ltd. (“Doman” or “the Company”) (TSX:DBM) announced today that it has entered into an underwriting agreement with a syndicate of underwriters consisting of Stifel and CIBC Capital Markets as joint active bookrunning managers, and National Bank Financial Markets, RBC Capital Markets and TD Securities as joint bookrunners, to sell an additional $100 million aggregate principal amount of its 7.50% Senior Unsecured Notes due 2029 (the “2029 Notes”). The 2029 Notes will be senior unsecured obligations of Doman maturing September 17, 2029, and ranking equally with all other present and future senior unsecured indebtedness of the Company. The notes will be issued at a price of 101.5% of their face value (plus accrued interest from September 17, 2024), with yield to call of 6.889% and a yield to maturity of 7.119%. The notes will have identical terms and be fungible (following the expiry of the applicable statutory hold period) with and be part of a single series with the $265 million aggregate principal amount of 7.50% senior unsecured notes due 2029 issued by the Company on September 17, 2024.

The net proceeds from the issuance will be approximately $98.25 million. Doman intends to use the net proceeds of the offering to reduce amounts outstanding under its syndicated credit facility. The Company will retain the ability to draw on its syndicated credit facility in the future to fund potential acquisitions, and for working capital and general corporate purposes.

The offering of 2029 Notes is expected to close on or about December 10, 2024, subject to customary closing conditions. The 2029 Notes were offered on a private placement basis in each of the provinces of Canada pursuant to certain prospectus exemptions. The 2029 Notes have not been registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) and are being offered and sold into the U.S. only to qualified institutional buyers in reliance on Rule 144A of the U.S. Securities Act.

This press release is not an offer or a solicitation of an offer of securities for sale in the United States. The 2029 Notes have not been and will not be registered under the U.S. Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration.

About Doman Building Materials Group Ltd.

Founded in 1989, Doman is headquartered in Vancouver, British Columbia, and trades on the Toronto Stock Exchange under the symbol DBM.

As Canada’s only fully integrated national distributor in the building materials and related products sector, Doman operates several distinct divisions with multiple treating plants, planing and specialty facilities and distribution centres coast-to-coast in all major cities across Canada and coast-to-coast across the United States.

Strategically located across Canada, Doman Building Materials Canada operates distribution centres coast-to-coast, and Doman Treated Wood Canada operates multiple treating plants near major cities. In the United States; headquartered in Dallas, Texas, Doman Lumber operates 21 treating plants, two specialty planing mills and five specialty sawmills located in nine states, distributing, producing and treating lumber, fencing and building material servicing the central U.S.; Doman Tucker Lumber operates three treating plants, specialty sawmilling operations and a captive trucking fleet serving the U.S. east coast; Doman Building Materials USA and Doman Treated Wood USA serve the U.S. west coast with multiple locations in California and Oregon; and in the state of Hawaii the Honsador Building Products Group services 15 locations across all the islands.  The Company’s Canadian operations also include ownership and management of private timberlands and forest licenses, and agricultural post-peeling and pressure treating through its Doman Timber operations.  

For additional information on Doman Building Materials Group Ltd., please refer to the Company’s filings on SEDAR+ and the Company’s website www.domanbm.com

For further information regarding Doman please contact:

Ali Mahdavi Investor Relations 416-962-3300ali.mahdavi@domanbm.com

Caution Regarding Forward-Looking Statements

Certain statements in this news release may constitute “forward-looking” statements. When used in this press release, forward-looking statements often but not always, can be identified by the use of forward-looking words such as, including but not limited to, “may”, “will”, “would”, “should”, “expect”, “believe”, “plan”, “intend”, “anticipate”, “predict”, “remain”, “estimate”, “potential”, “forecast”, “budget”, “schedule”, “continue”, “could”, “might”, “project”, “targeting”, "future" and other similar terminology or the negative or inverse of such words or terminology. Forward-looking information in this news release includes, without limitation, statements with respect to the offering of the 2029 Notes and the use of proceeds therefrom and potential acquisition opportunities. These forward-looking statements reflect the current expectations of Doman’s management regarding future events and operating performance, and on information currently available to management, but involve other known and unknown or unpredictable risks, uncertainties and other factors which may cause the actual results, performance or achievements of Doman to differ materially from those anticipated in such forward-looking statements for a variety of reasons, including without limitation the risks and uncertainties detailed under the “Risk Factors” section of Doman’s annual information form dated March 28, 2024 (the “AIF”) and those detailed in Doman’s most recent management’s discussion and analysis dated November 7, 2024. Although Doman believes that the expectations and the conditions reflected in such forward-looking statements are reasonable, Doman can give no assurance that each of these conditions will be satisfied to the satisfaction of Doman or that expectations will prove to be correct. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There are a number of additional risks and uncertainties affecting or that could affect Doman, which could cause actual results and developments to differ materially from those described in, expressed or implied by these forward-looking statements. Accordingly, readers should not place undue reliance on any forward-looking statements or information. There are numerous risks associated with an investment in Doman’s common shares or senior unsecured notes, which are also further described in the “Risk Factors” section of Doman’s AIF, as well as its other public filings on SEDAR+. These forward-looking statements speak only as of the date of this press release. We caution that the foregoing factors that may affect future results are not exhaustive. When relying on our forward-looking statements to make decisions with respect to Doman, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Neither Doman nor any of its associates or directors, officers, partners, affiliates, or advisers, provides any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements in these communications will actually occur. You are cautioned not to place undue reliance on these forward-looking statements. Except as required by applicable securities laws and legal or regulatory obligations, Doman is not under any obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.