TECSYS Inc. Announces $15 Million Bought Deal Financing and Secondary Offering
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Montreal, June 5, 2017 — TECSYS Inc. (TSX: TCS), an industry-leading supply chain management software company, is pleased to announce that it has entered into an agreement with a syndicate of underwriters led by Cormark Securities Inc. and including Beacon Securities Limited and Laurentian Bank Securities Inc. (collectively the "Underwriters") for the sale on a "bought deal" basis of 1,000,000 common shares ("Shares") of the Company at $15.00 per Share (the "Issue Price") for gross proceeds of approximately $15 million (the "Offering"). The Offering includes a treasury offering of 667,000 Shares by the Company for gross proceeds of approximately $10 million (the "Treasury Offering") and a secondary offering of 333,000 Shares by David Brereton, Executive Chairman for gross proceeds of approximately $5 million (the "Secondary Offering").
In addition, the Company has granted the Underwriters an option ("Over-Allotment Option") to purchase up to an additional 15% of the Shares of the Treasury Offering at the Issue Price, exercisable at any time up to 30 days following the closing of the Offering, for market stabilization purposes and to cover over-allotments, if any.
The net proceeds from the Treasury Offering will be used for working capital and general corporate purposes. The Company will not receive any proceeds from the Secondary Offering.
The Offering is scheduled to close on or about June 27, 2017 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the Toronto Stock Exchange and any applicable securities regulatory authorities. The Underwriters have agreed to endeavour to arrange for substituted purchasers for the Shares.
The Shares to be issued under the Offering will be offered by way of a short form prospectus in each of the provinces of Canada, and may be offered in the United States on a private placement basis pursuant to an exemption from the registration requirements of the United States Securities Act of 1933, as amended, and applicable state securities laws, and certain other jurisdictions outside of Canada and the United States.
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 any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This news release does not constitute an offer of securities for sale in the United States. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States absent registration under U.S. federal and state securities laws or an applicable exemption from such U.S. registration requirements.
TECSYS provides transformative supply chain solutions that equip our customers to succeed in a rapidly-changing omni-channel world. TECSYS solutions are built on a true enterprise supply chain platform, and include warehouse management, distribution and transportation management, as well as complete financial management and analytics. Customers running on TECSYS' Supply Chain Platform are confident knowing they can execute, day in and day out, regardless of business fluctuations or changes in technology, they can adapt and scale to any business needs or size, and they can expand and collaborate with customers, suppliers and partners as one borderless enterprise. From demand planning to demand fulfillment, TECSYS puts power into the hands of both front line workers and back office planners, and unshackles business leaders so they can see and manage their supply chains like never before.
TECSYS is the market leader in supply chain solutions for health systems and hospitals. Over 600 mid-size and Fortune 1000 customers trust their supply chains to TECSYS in the healthcare, service parts, third-party logistics, and general wholesale high-volume distribution industries. TECSYS' shares are listed on the Toronto Stock Exchange under the ticker symbol TCS.
Forward Looking Statements
The statements in this web site relating to matters that are not historical fact are forward looking statements that are based on management's beliefs and assumptions. Such statements are not guarantees of future performance and are subject to a number of uncertainties, including but not limited to future economic conditions, the markets that TECSYS Inc. serves, the actions of competitors, major new technological trends, and other factors beyond the control of TECSYS Inc., which could cause actual results to differ materially from such statements. More information about the risks and uncertainties associated with TECSYS Inc.'s business can be found in the MD&A section of the Company's annual report and annual information form for the fiscal year ended April 30th, 2015. These documents have been filed with the Canadian securities commissions and are available on this Web site and on SEDAR .
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