AutoCanada announces closing of senior notes offering, results of tender offer, and redemption of 2021 senior notes not tendered in tender offer
EDMONTON, Feb. 11, 2020 /CNW/ - AutoCanada Inc. ("AutoCanada" or the "Company") (TSX: ACQ) is pleased to announce that it has closed its previously announced private placement of $125 million aggregate principal amount of 8.75% senior notes due February 11, 2025 (the "Notes").
As previously announced and concurrent with the closing of the private placement of the Notes, AutoCanada has entered into an amended and restated credit agreement (the "New Credit Facility"). The New Credit Facility amends and extends AutoCanada's existing credit facility for three years, and includes a $175 million revolving credit facility, a $750 million wholesale floorplan financing facility and a $25 million wholesale leasing facility, for total aggregate bank facilities of $950 million.
In addition, the Company announced that its cash tender offer (the "Tender Offer") to purchase any and all outstanding 5.625% Senior Notes due May 25, 2021 (the "2021 Notes") expired on February 10, 2020 at 5:00pm (EST). Pursuant to the terms of the Tender Offer, AutoCanada will be taking-up all of the approximately $124.5 million aggregate principal amount of 2021 Notes that have been validly tendered. Further to its overall debt refinancing plans and as previously announced, AutoCanada is giving notice of redemption of all 2021 Notes remaining outstanding following the expiry of the Tender Offer (the "Outstanding 2021 Notes"). The redemption of the Outstanding 2021 Notes will occur on March 13, 2020 and interest will cease to accrue on the Outstanding 2021 Notes as of that date. The total redemption amount payable for each $1,000 principal amount of the Outstanding 2021 Notes will be $1,014.06, plus accrued and unpaid interest.
AutoCanada plans to use the proceeds from the Notes, together with borrowings under the New Credit Facility, to fund the cash purchase of all the validly tendered 2021 Notes and the redemption of the Outstanding 2021 Notes.
AutoCanada is a leading North American multi-location automobile dealership group currently operating 63 franchised dealerships, comprised of 27 brands, in eight provinces in Canada as well as a group in Illinois, USA and has over 4,200 employees. AutoCanada currently sells Chrysler, Dodge, Jeep, Ram, FIAT, Alfa Romeo, Chevrolet, GMC, Buick, Cadillac, Ford, Infiniti, Nissan, Hyundai, Subaru, Audi, Volkswagen, Kia, Mazda, Mercedes-Benz, Smart, BMW, MINI, Volvo, Toyota, Lincoln, and Honda branded vehicles. In 2018, our dealerships sold approximately 66,000 vehicles and processed approximately 915,000 service and collision repair orders in our 1,157 service bays generating revenue in excess of $3 billion.
Certain statements contained in this press release are forward-looking statements and information (collectively, "forward-looking statements") within the meaning of the applicable Canadian securities legislation. We hereby provide cautionary statements identifying important factors that could cause our actual results to differ materially from those projected in these forward-looking statements. Any statements that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or performance (often, but not always, through the use of words or phrases such as "will likely result", "are expected to", "will continue", "is anticipated", "projection", "vision", "goals", "objective", "target", "schedules", "outlook", "anticipate", "expect", "estimate", "could", "should", "plan", "seek", "may", "intend", "likely", "will", "believe" and similar expressions) are not historical facts and are forward looking. In particular, this press release contains forward-looking statements with respect to, among other things, use of net proceeds from the private placement of the Notes and the redemption of the Outstanding 2021 Notes.
The forward-looking statements included in this press release are not guarantees of future performance and should not be unduly relied upon. Readers are cautioned that forward-looking statements are based on current expectations, estimates and projections that, by their nature, forward-looking statements involve a number of known and unknown risks and uncertainties, which could cause actual results to differ materially from those anticipated and described in the forward-looking statements.
Forward-looking statements involve estimates and assumptions and are subject to risks, uncertainties and other factors some of which are beyond our control and difficult to predict. Accordingly, actual results or outcomes may differ materially from those expressed in the forward-looking statements. In particular, in presenting its forward-looking statements, AutoCanada has made assumptions respecting, amongst other things, the relative stability of general North American economic conditions.
AutoCanada cautions that the foregoing list of assumptions, risks and uncertainties is not exhaustive. The Company's Annual Information Form and other documents filed with securities regulatory authorities (accessible through the SEDAR website at www.sedar.com) describe the risks, material assumptions and other factors that could influence actual results and which are incorporated herein by reference. The forward-looking statements contained in this press release speak only as of the date hereof and AutoCanada assumes no obligation to publicly update or revise them to reflect new events or circumstances, except as may be required pursuant to applicable securities laws.
SOURCE AutoCanada Inc.