10:14:01 EDT Tue 23 Apr 2024
Enter Symbol
or Name
USA
CA



WSP Global Inc
Symbol WSP
Shares Issued 61,969,917
Close 2014-09-19 C$ 35.70
Market Cap C$ 2,212,326,037
Recent Sedar Documents

WSP Global closes $502-million public offering

2014-09-22 08:05 ET - News Release

Mr. Alexandre L'Heureux reports

WSP CLOSES $502 MILLION PUBLIC OFFERING OF SUBSCRIPTION RECEIPTS

WSP Global Inc. has completed its previously announced bought-deal subscription receipt offering for aggregate gross proceeds of approximately $502-million.

The corporation issued 14 million subscription receipts from treasury at a price of $35.85 per subscription receipt, on a bought-deal basis, for aggregate gross proceeds of $502-million through a syndicate of underwriters co-led by CIBC, Raymond James Ltd., BMO Nesbitt Burns Inc. and National Bank Financial Inc., with CIBC and Raymond James Ltd. acting as joint bookrunners.

WSP will use the proceeds of the offering, together with funds to be obtained from the previously announced private placement and new credit facilities, to finance a portion of the purchase price and related transaction costs payable in connection with the previously announced acquisition of all of the issued and outstanding capital stock of the entities comprising the business of Parsons Brinckerhoff Group Inc., the professional services division of Balfour Beatty PLC.

The gross proceeds from the offering less 50 per cent of the underwriters fee with respect to the subscription receipts will be held in escrow by a subscription receipt agent pending the completion of the acquisition. If the acquisition is completed on or prior to 5 p.m. ET on March 10, 2015, the escrowed funds and the interest earned thereon (less applicable withholding taxes and the remaining portion of the underwriters fee to be paid net of applicable withholding taxes, if any) will be released to WSP, and each holder of a subscription receipt will receive, without additional consideration and without further action, one common share of the corporation for each subscription receipt held, plus an amount per common share equal to the dividends payable by WSP on the common shares relating to the Sept. 30, 2014, record date, as well as any cash dividends declared by WSP on the common shares to holders of record on a date during the period from and including Sept. 30, 2014, up to but not including the date of closing of the acquisition. If the closing of the acquisition does not occur on or prior to 5 p.m. ET on March 10, 2015, the stock purchase agreement is terminated in accordance with its terms prior to such time for any reason, or WSP delivers notice to the underwriters or announces to the public that it no longer intends to complete the acquisition, holders of subscription receipts will be entitled to receive an amount equal to the full subscription price thereof plus their pro rata share of the interest earned on the escrowed funds, less applicable withholding taxes. In that event, 50 per cent of the underwriters fee with respect to the subscription receipts will be paid to the subscription receipt agent by WSP such that 100 per cent of the gross proceeds of the offering and the interest earned on the escrowed funds would be returned to purchasers of subscription receipts.

The subscription receipts are listed for trading on the Toronto Stock Exchange under the symbol WSP.R.

Legal advice is being provided to WSP by Stikeman Elliott LLP and, with respect to U.S. law, by Hogan Lovells LLP. Legal advice is being provided to the underwriters by Fasken Martineau DuMoulin LLP.

Availability of documents

Copies of related documents, such as the final prospectus, the underwriting agreement and the stock purchase agreement regarding the acquisition, are available on SEDAR and WSP's website.

We seek Safe Harbor.

© 2024 Canjex Publishing Ltd. All rights reserved.