Armtec Holdings Limited Announces Its Intention to Offer $150,000,000 of
Senior Unsecured Notes
/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE U.S./
Toronto Stock Exchange: ARF.UN and ARF.DB
GUELPH, ON, Sept. 1, 2010 /CNW/ - Armtec Holdings Limited (the "Issuer"), an indirect wholly-owned subsidiary of Armtec Infrastructure Income Fund, today announced that it intends, subject to market and other conditions, to offer C$150 million (the "Offering") aggregate principal amount of senior unsecured notes due 2017 (the "Notes"). The Notes are being offered by a syndicate led by Scotia Capital Inc. and TD Securities Inc. (collectively the "Lead Underwriters") by way of a private placement under applicable securities laws in all provinces of Canada and in the United States.
The Notes will be unconditionally guaranteed by certain affiliates of the Issuer and will rank pari passu with all of the Issuer's other present and future senior unsecured indebtedness and senior to all current and future unsecured indebtedness of the Issuer that is subordinate or junior in right of payment to the Notes. Proceeds from the Offering will be used for general corporate purposes and to repay indebtedness of the Armtec group, including a portion of its senior secured borrowings. It is anticipated that the Issuer will concurrently close a new senior credit facility (the "New Senior Facility"). The New Senior Facility is a $250 million fully revolving facility, which extends the company's current debt maturity from 2012 to 2015 and includes more flexible financial covenants as well as improved pricing over the current facilities.
"The Offering, coupled with the New Senior Facility, will strengthen our balance sheet as we move to a corporate form and enhances our financial flexibility, enabling us to capitalize on strategic growth opportunities. The outlook for infrastructure markets is positive as governments continue to address the national infrastructure deficit," said Charles Phillips, President and Chief Executive Officer. "Armtec is focused on enhancing stakeholder value and remains committed to its proven history of stable and growing distributions to our unitholders."
The Notes will not be qualified for distribution to the public under the securities laws of any province or territory of Canada and may not be offered or sold in Canada, directly or indirectly, other than pursuant to applicable private placement exemptions. The Notes have not 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 absent registration or an applicable exemption from the registration requirements of such Act. This press release shall not constitute an offer to sell or the solicitation of an offer to buy the Notes in any jurisdiction.
ABOUT ARMTEC
The Armtec group is a leading manufacturer and marketer of a comprehensive range of infrastructure products and engineered construction solutions for customers in a diverse cross-section of industries that are located in every region of Canada, as well as in selected markets globally. These markets include Canada's national and regional public infrastructure markets and private sector markets in residential construction, commercial building, agricultural drainage and natural resources. Armtec operates through its network of regional offices and production facilities across the country. Armtec produces a broad range of engineered solutions, including products for drainage, bridge applications, soil retention, rehabilitation and water management systems including corrugated high-density polyethylene, corrugated steel and concrete pipe; an array of architectural and structural precast and pre-stressed concrete products from steps, paving stones, slabs and wall panels to highly engineered structural components designed and installed for projects such as bridges, sports venues and parking garages; and, a full suite of noise barriers, acoustic enclosure and wall systems along with associated retaining wall and traffic barrier systems. Armtec Infrastructure Income Fund (the "Fund") is listed on the TSX under the ARF.UN and ARF.DB symbols. For more information, please visit www.armtecincomefund.com.
RISKS AND UNCERTAINTIES
The Fund is subject to certain risks and uncertainties that could have a material adverse effect on the Fund's results of operations, business prospects, financial condition, cash distributions to unitholders and the trading price of the Fund's securities. These uncertainties and risks include, but are not limited to: industry cyclicality; competition; acquisition and expansion risk; capital and liquidity risk; current global financial conditions; reduction in demand for products; information management; credit risk; relationships with suppliers; lack of long-term agreements; expiration of rights under license and distribution arrangements; availability and price volatility of raw materials; product liability; intellectual property; reliance on key personnel; labour markets; environmental; collective bargaining; currency fluctuations; interest rates; uninsured and underinsured losses; operating hazards; risk of future legal proceedings; securities laws compliance and corporate governance standards; geographical risk; seasonality and adverse weather; geopolitical; and certain risks related to the structure of the Fund including dependence on the Fund's subsidiaries; income tax matters; unitholder limited liability; leverage and restrictive covenants; credit facilities; nature of units; distribution of securities on redemption or termination of the Fund; restrictions on potential growth; effect of market interest rates on price of units; undiversified and illiquid holdings in Armtec Operating Trust; potential dilution. Further information about these and other risks and uncertainties can be found in the disclosure documents filed by the Fund with the securities regulatory authorities, available at www.sedar.com.
FORWARD-LOOKING STATEMENTS
This news release may contain "forward-looking" statements within the meaning of applicable securities legislation which involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Fund or industry results, to be materially different from any future results, events, expectations, performance or achievements expressed or implied by such forward-looking statements. All such forward-looking statements are made pursuant to the "safe harbour" provisions of applicable Canadian securities legislation. Forward-looking statements may include comments with respect to the objectives of the Fund, the Issuer and the Armtec group, strategies to achieve those objectives, expected financial results, the outlook for the business of the Armtec group, the expected completion of the Offering, the expected use of proceeds, the positive outlook for infrastructure markets, the ability of Armtec to strengthen its balance sheet, enhance financial flexibility to capitalize on growth opportunities and to deliver long-term value to stakeholders. Forward-looking statements typically contain such words or phrases such as "may", "outlook", "objective", "intend", "estimate", "anticipate", "should", "could", "would", "will", "expect", "believe", "plan" and other similar terminology suggesting future outcomes or events. These statements reflect current expectations regarding future events and operating performance and are based on information currently available to the management for the Armtec group.
Forward-looking statements involve numerous assumptions, and significant and inherent risks and uncertainties, should not be read as guarantees of future performance or results and will not necessarily be accurate indications of whether or not such results will be achieved. You should not unduly rely on forward-looking statements as a number of factors, many of which are beyond the control of the Fund, could cause actual results to differ materially from the results discussed in the forward-looking statements, including, but not limited to the factors discussed under "Risks and Uncertainties" and in the Fund's materials filed with the Canadian securities regulatory authorities from time to time including the Fund's Annual Information Form and that the closing conditions for the Offering may or may not be satisfied or waived within the timeline contemplated or otherwise. Although the forward-looking statements contained in this release are based upon what management of the Armtec group believes are reasonable assumptions, Armtec cannot assure investors that actual results will be consistent with these forward-looking statements. All forward-looking statements in this news release are qualified by these cautionary statements. These forward-looking statements and outlook are made as of the date of this news release and, except as required by applicable law, Armtec assumes no obligation to update or revise them to reflect new events or circumstances.
For further information: Charles M. Phillips, President & Chief Executive Officer, Armtec Limited Partnership, Tel: (519) 822-0210, Fax: (519) 822-8894; James R. Newell, Chief Financial Officer, Armtec Limited Partnership, Tel: (519) 822-0210, Fax: (519) 822-8894; Carrie Boutcher, Vice President, Investor Relations & Treasurer, Armtec Limited Partnership, Tel: (519) 822-0210, Fax: (519) 822-8894
Share this article