D+H Announces Closing of $950.1 Million Bought Deal Financing
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TORONTO, April 9, 2015 /CNW/ - DH Corporation ("D+H") (TSX: DH) is pleased to announce that it has closed its previously announced prospectus offering (the "Offering") of (i) 16,500,000 subscription receipts (the "Subscription Receipts"), at a price of $37.95 per Subscription Receipt for gross proceeds of approximately $626 million, and (ii) $200 million aggregate principal amount of 5.00% extendible convertible unsecured subordinated debentures (the "Debentures").
Concurrently with the closing of the Offering, the syndicate of underwriters, co-led by CIBC, RBC Capital Markets and Scotiabank and including TD Securities Inc., BMO Capital Markets, National Bank Financial Inc., Raymond James Ltd., Credit Suisse Securities (Canada), Inc., Desjardins Securities Inc. and Industrial Alliance Securities Inc. exercised the over-allotment options in full to purchase an additional 2,475,000 Subscription Receipts and an additional $30 million aggregate principal amount of Debentures on the same terms, resulting in total gross proceeds from the Offering, including the proceeds from the exercise of the over-allotment options, of approximately $950.1 million.
As announced on March 30, 2015, the net proceeds of the Offering will be used to finance a portion of the acquisition of Fundtech (the "Acquisition") for approximately US$1.25 billion. D+H expects the Acquisition to be completed in early May 2015. This timing is contingent on the receipt of necessary regulatory approvals and could be accelerated or delayed accordingly. Further details concerning the Subscription Receipts, the Debentures and the Acquisition are set out in D+H's prospectus supplement dated April 1, 2015 to its short form base shelf prospectus dated December 19, 2014, both of which are available on SEDAR at www.sedar.com.
The Subscription Receipts and the Debentures will commence trading today on the Toronto Stock Exchange under the symbols "DH.R" and "DH.DB.A", respectively.
The acquisition of Fundtech, a leading provider of global payments and transaction banking solutions, represents a continuation of D+H's long-term growth strategy and is the next step in D+H's evolution as a FinTech leader. The Acquisition will broaden our product offering while further diversifying D+H's business and geographic reach. Adding Fundtech's mission-critical payments solutions will significantly expand our client base to approximately 8,000 clients, including some of the largest U.S. and global financial institutions.
D+H (TSX: DH) is a leading financial technology provider the world's financial institutions rely on every day to help them grow and succeed. Our lending, payments and enterprise solutions are trusted by nearly 7,000 banks, specialty lenders, community banks, credit unions and governments. Headquartered in Toronto, Canada, D+H has more than 4,000 employees worldwide who are passionate about partnering with clients to create forward-thinking solutions that fit their needs. With annual revenues of more than $1 billion, D+H is recognized as one of the world's top FinTech companies on IDC Financial Insights FinTech Rankings and American Banker's FinTech Forward ranking. For more information, visit dh.com.
Caution Concerning Forward Looking Statements
This news release contains certain statements that are not current or historic factual statements which constitute forward-looking information within the meaning of applicable securities laws ("forward-looking statements"), including forward-looking statements about the expected use of proceeds from the Offering, the anticipated closing of the Acquisition, including the timing thereof, the Acquisition representing a continuation of D+H's long-term growth strategy and being the next step in D+H's evolution as a FinTech leader, the Acquisition broadening D+H's product offering while further diversifying D+H's business and geographic reach and the anticipated expansion of D+H's client base. The forward-looking statements in this news release are subject to a number of risks and uncertainties that could cause actual events or results to differ materially from current expectations, including those related to the business generally, which are set out in materials filed with the securities regulatory authorities in Canada from time to time, including D+H's Annual Information Form dated February 27, 2015 for the fiscal year-ended December 31, 2014 and the Acquisition, which are set out in the prospectus supplement dated April 1, 2015 to D+H's short form base shelf prospectus dated December 19, 2014. No assurance can be given that the Acquisition will be completed in a timely fashion or at all. Some of the factors that could affect the closing of the Acquisition include the need to obtain applicable regulatory approval and the requirement to satisfy other closing conditions. D+H does not undertake to update any forward-looking statements that may be made from time to time by or on behalf of D+H other than as required by applicable securities laws.
The securities offered pursuant to the Offering have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in the United States or any jurisdiction in which such offer, solicitation or sale would be unlawful.
SOURCE DH Corporation