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Hamilton Spectator
23-07-2025
- Business
- Hamilton Spectator
Forte Minerals Closes C$5.7 Million Strategic Placement, Welcomes Long-Term Partner
'Not for distribution to United States newswire services or for dissemination in the United States.' VANCOUVER, British Columbia, July 23, 2025 (GLOBE NEWSWIRE) — Forte Minerals Corp. ('Forte' or the 'Company') ( CSE: CUAU ) ( OTCQB: FOMNF ) ( Frankfurt: 2OA ), is pleased to announce the closing of its previously announced non-brokered private placement (the 'Strategic Placement') with a strategic investor (the 'Investor'). The Investor has acquired 6,326,066 common shares at a price of C$0.90 per share, for gross proceeds of C$5.7 million. Following today's closing, the Investor holds 9.99 % of Forte's issued and outstanding shares on a non-diluted basis, establishing a meaningful, long-term position in the Company's copper-gold growth pipeline. Patrick Elliott, President & CEO, commented: 'Closing this placement is a pivotal milestone for Forte. The investor's conviction and long-term horizon validates our exploration thesis in Peru. With capital in hand and technical collaboration secured, we can accelerate exploration & drill permitting at Alto Ruri while unlocking value across our broader portfolio.' Use of Proceeds: Consistent with the terms announced on July 16, 2025, at least 80% of the proceeds will be directed toward exploration activities at Forte's flagship Alto Ruri high-sulfidation epithermal gold project in central Peru. Remaining funds will be allocated to general working capital and corporate purposes. Investor Rights Agreement Highlights: Concurrent with closing, Forte and the Investor entered into an Investor Rights Agreement whereby the Investor is entitled to certain rights, subject to the Investor maintaining certain ownership thresholds in the Company, including technical information sharing rights and the right to participate in future equity financings and top-up its holdings in relation to dilutive issuances in order to maintain its percentage ownership interest in the Company. The Investor has also agreed to voting support and standstill covenants. In addition, under the Investor Rights Agreement, the Investor and Forte will: A copy of the Investor Rights Agreement will be made available on SEDAR+ . All shares issued under the Strategic Placement are subject to a four-month plus one-day statutory hold period expiring November 24, 2025. ABOUT FORTE MINERALS CORP. Forte Minerals Corp. is an exploration company with a strong portfolio of high-quality copper (Cu) and gold (Au) assets in Peru. Through a strategic partnership with GlobeTrotters Resources Perú S.A.C. , the Company gains access to a rich pipeline of historically drilled, high-impact targets across premier Andean mineral belts. The Company is committed to responsible resource development that generates long-term value for shareholders, communities, and partners. On behalf of FORTE MINERALS CORP. (signed) ' Patrick Elliott' Patrick Elliott, MSc, MBA, PGeo President & Chief Executive Officer Forte Minerals Corp. For further information, please contact: Investor Inquiries Kevin Guichon, IR & Capital Markets E: kguichon@ C: (604) 612-9976 Media Contact Anna Dalaire, VP Corporate Development E: adalaire@ T: (604) 983-8847 info@ Follow Us On Social Media : LinkedIn | Instagram | X | Meta | The Drill Down; Newsletter Certain statements included in this press release constitute forward-looking information or statements (collectively, 'forward-looking statements'), including those identified by the expressions 'anticipate', 'believe', 'plan', 'estimate', 'expect', 'intend', 'may', 'should' and similar expressions to the extent they relate to the Company or its management. The forward-looking statements are not historical facts but reflect current expectations regarding future results or events. This press release contains forward-looking statements relating to the intended use of proceeds of the Strategic Placement. These forward-looking statements and information reflect management's current beliefs and are based on assumptions made by and information currently available to the Company with respect to the matter described in this press release. Forward-looking statements involve risks and uncertainties, which are based on current expectations as of the date of this release and subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. Additional information about these assumptions and risks and uncertainties is contained under 'Risk Factors and Uncertainties' in the Company's latest management's discussion and analysis, which is available under the Company's SEDAR+ profile at , and in other filings that the Company has made and may make with applicable securities authorities in the future. Forward-looking statements are not a guarantee of future performance and involve risks, uncertainties and assumptions which are difficult to predict. Factors that could cause the actual results to differ materially from those in forward-looking statements include the continued availability of capital and financing, and general economic, market or business conditions. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement. These statements should not be read as guarantees of future performance or results. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those implied by such statements. Although such statements are based on management's reasonable assumptions, there can be no assurance that the statements will prove to be accurate or that management's expectations or estimates of future developments, circumstances or results will materialize. The Company assumes no responsibility to update or revise forward-looking information or statements to reflect new events or circumstances unless required by law. Readers should not place undue reliance on the Company's forward-looking statements. Neither the Canadian Securities Exchange (the 'CSE') nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release. A photo accompanying this announcement is available at
Business Wire
10-07-2025
- Business
- Business Wire
Arizona Sonoran Closes C$5.8 Million Private Placement with Hudbay Minerals
CASA GRANDE, Ariz. & TORONTO--(BUSINESS WIRE)-- Arizona Sonoran Copper Company Inc. (TSX:ASCU | OTCQX:ASCUF) ('ASCU' or the 'Company') an emerging US-based copper developer and near-term producer, is pleased to announce that further to its press release dated , it has closed a C$5.8 million non-brokered private placement equity financing with Hudbay Minerals Inc. ('Hudbay') which exercised its pre-emptive rights under its Investor Rights Agreement (as defined herein) (the 'Hudbay Placement'). ...we are advancing Cactus from the 2024 PEA to pre-feasibility study, and laying the groundwork for necessary permit amendments, project financing, and 86k short ton life of mine average annual cathode production (as projected in the 2024 PEA). ASCU President and CEO, George Ogilvie commented, 'We appreciate Hudbay's continued support as a strategic shareholder in our brownfield copper project. Their pre-emptive rights investment reflects confidence in our progress and outlook as we continue to move toward an anticipated Final Investment Decision as early as Q4 2026. With 2025 and 2026 shaping up as pivotal and well-funded years, we are advancing Cactus from the 2024 PEA to pre-feasibility study, and laying the groundwork for necessary permit amendments, project financing, and 86k short ton life of mine average annual cathode production (as projected in the 2024 PEA). This year's work—including trade-off studies, engineering, drilling, metallurgy, and royalty reductions—we believe has significantly de-risked the Project. We are grateful to all of our other shareholders for their continuing support as we work to further de‑risk and unlock the full potential of the Cactus Project.' Pursuant to the terms of the investor rights agreement between the Company and Hudbay dated January 31, 2025 (the 'Investor Rights Agreement'), Hudbay elected to exercise its pre-emptive rights in respect of the Company's C$51,750,000 bought deal public offering (see PR dated June 20, 2025) to maintain a 9.9% ownership interest in the Company. Hudbay subscribed for 2,907,612 common shares of the Company (the 'Pre-emptive Right Shares') at a price of C$2.00 per Pre-emptive Right Share for aggregate gross proceeds to the Company of C$5,815,224. On closing of the Hudbay Placement, the Company has a cash position of approximately US$61.7 million, and 177,569,382 common shares outstanding. The Pre-emptive Right Shares issued under the Hudbay Placement are subject to a statutory hold period under applicable Canadian securities laws, expiring four months and one day after closing the transaction. The Hudbay Placement remains subject to the final approval of the Toronto Stock Exchange. Neither the T oronto Stock Exchange nor the regulating authority has approved or disproved the information contained in this press release. About Arizona Sonoran Copper Company ( | ASCU is a copper exploration and development company with a 100% interest in the brownfield Cactus Project. The Project, on privately held land, contains a large-scale porphyry copper resource and a 2024 PEA proposes a generational open pit copper mine with robust economic returns. Cactus is a lower risk copper developer benefitting from a state-led permitting process, in place infrastructure, highways and rail lines at its doorstep and onsite permitted water access. The Company objective is to develop Cactus and become a mid-tier copper producer with low operating costs, that could generate robust returns and provide a long-term sustainable and responsible operation for the community, investors and all stakeholders. The Company is led by an executive management team and Board which have a long-standing track record of successful project delivery in North America complemented by global capital markets expertise. Cautionary Statements regarding Forward-Looking Statements and Other Matters Forward-Looking Statements All statements, other than statements of historical fact, contained or incorporated by reference in this press release constitute 'forward-looking statements' and " 'forward-looking information' (collectively, 'forward-looking statements') within the meaning of applicable Canadian and United States securities legislation. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as 'advancing', 'after', 'anticipated', 'become', 'begun', 'believe', 'confidence', 'continue', 'developer', 'emerging', 'expansion', 'eventual', 'forward', 'further', 'generational', 'long-term', 'looking', 'move', 'near-term', 'objective', 'ongoing', 'outlook', 'PEA', 'potential', 'pre-feasibility', 'preliminary', 'program', 'project', 'projected' 'proposes', 'provide', 'risk', 'shaping', 'study', 'subject to', 'toward', and 'will', 'or variations of such words, and similar such words, expressions or statements that certain actions, events or results can, could, may, should, would, will (or not) be achieved, occur, provide, result or support in the future, or which, by their nature, refer to future events. In some cases, forward-looking information may be stated in the present tense, such as in respect of current matters that may be continuing, or that may have a future impact or effect. Forward-looking statements include those relating to the impacts of the recently completed bought deal equity financing and Hudbay Placement; the ability and timing to receive final approval of the Hudbay Placement from the Toronto Stock Exchange; the Company's proposed activities, plans and objectives for the remainder of 2025 and 2026; the ongoing pre-feasibility study (or PFS) and any Final Investment Decision in respect of the Cactus Project (including timing thereof); ongoing and future work (including trade-off studies, engineering, drilling, metallurgy, royalty reductions, PFS-related, any permit amendments, project financing, and any further studies or other work, or otherwise) and implications thereof (including any de‑risking or unlocking of the potential of the Cactus Project, and magnitude thereof); the risk of the Cactus Project; the 2024 PEA and results thereof (including risk, economic returns, operating costs, production (including being a near-term producer, quantum of any such production and applicable time-frame operations), and proposal of a generational open pit copper mine); project financing; the Company's strategic and other objectives (including developing the Cactus Project and becoming a mid-tier copper producer with low operating costs, that could generate robust returns and provide a long-term sustainable and responsible operation for the community, investors and all stakeholders. Although the Company believes that such statements are reasonable, there can be no assurance that those forward-looking statements will prove to be correct, and any forward-looking statements by the Company are not guarantees of future actions, results or performance. Forward-looking statements are based on assumptions, estimates, expectations and opinions, which are considered reasonable and represent best judgment based on available facts, as of the date such statements are made. If such assumptions, estimates, expectations and opinions prove to be incorrect, actual and future results may be materially different than expressed or implied in the forward-looking statements. The assumptions, estimates, expectations and opinions referenced, contained or incorporated by reference in this press release which may prove to be incorrect include those set forth or referenced in this press release, as well as those stated in the Company's prior press release referenced herein (collectively, the 'Referenced PR'), the technical report for the Cactus Project filed on August 27, 2024 (the '2024 PEA Technical Report'), the Company's Annual Information Form dated March 27, 2025 (the 'AIF'), Management's Discussion and Analysis (together with the accompanying financial statements) for the year ended December 31, 2024 and the quarter(s) already ended in 2025 (collectively, the '2024-25 Financial Disclosure') and the Company's other applicable public disclosure (collectively, 'Company Disclosure'), all available on the Company's website at and under its issuer profile at Forward-looking statements are inherently subject to known and unknown risks, uncertainties, contingencies and other factors which may cause the actual results, performance or achievements of ASCU to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Such risks, uncertainties, contingencies and other factors include, among others, the 'Risk Factors' in the AIF, and the risks, uncertainties, contingencies and other factors identified in the Referenced PR, the 2024 PEA Technical Report and the 2024-25 Financial Disclosure. The foregoing list of risks, uncertainties, contingencies and other factors is not exhaustive; readers should consult the more complete discussion of the Company's business, financial condition and prospects that is provided in the AIF, the 2024-25 Financial Disclosure and other Company Disclosure. Although ASCU has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. Forward-looking statements contained herein are made as of the date of this press release (or as otherwise expressly specified) and ASCU disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or results or otherwise, except as required by applicable securities laws. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from forward-looking statements. Accordingly, readers should not place undue reliance on forward-looking statements. The forward-looking statements referenced or contained in this press release are expressly qualified by these Cautionary Statements as well as the Cautionary Statements in the AIF, the Referenced PR, the 2024 PEA Technical Report and the 2024-25 Financial Disclosure. Preliminary Economic Assessments The Preliminary Economic Assessment (or '2024 PEA') referenced in this press release and summarized in the 2024 PEA Technical Report is only a conceptual study of the potential viability of the Cactus Project and the economic and technical viability of the Cactus Project has not been demonstrated. The 2024 PEA is preliminary in nature and provides only an initial, high-level review of the Cactus Project's potential and design options; there is no certainty that the 2024 PEA will be realized. For further detail on the Cactus Project and the 2024 PEA, including applicable technical notes and cautionary statements, please refer to the Company's press release dated August 7, 2024 and the 2024 PEA Technical Report, both available on the Company's website at and under its issuer profile at
Yahoo
11-06-2025
- Business
- Yahoo
Fortuna Completes Strategic Investment in Awalé Resources Limited and Files Early Warning Report
VANCOUVER, British Columbia, June 11, 2025 (GLOBE NEWSWIRE) -- Fortuna Mining Corp. (NYSE: FSM | TSX: FVI) is pleased to announce that it has acquired 15,037,593 common shares (the 'Shares') of Awalé Resources Limited ('Awalé), a TSX Venture Exchange listed mineral exploration company which is currently advancing its 100 percent-owned properties at the Odienné Project in Côte d'Ivoire. 'Awalé's Odienné Project represents a compelling opportunity for Fortuna in Côte d'Ivoire,' said Paul Weedon, SVP Exploration of Fortuna. 'Our experienced in-country exploration team is well positioned to help advance discoveries through to production. Awalé has built a strong presence in this emerging district and, through their capable and active team, developed a solid geological understanding across the portfolio. We look forward to supporting exploration across Awalé's 100 percent-owned properties at the Odienné Project with the benefit of their insights.' Mr. Weedon concluded, 'This investment strengthens Fortuna's exploration pipeline in Côte d'Ivoire and is aligned with our long-term growth strategy.' The Shares were acquired pursuant to a non-brokered private placement transaction at a cost of US$0.399 per Share (CAD$0.55 per Share) for gross proceeds of US$6,000,000 (CAD$8,264,999). Prior to this acquisition, Fortuna owned no shares of Awalé, and following the acquisition, Fortuna owns approximately 15 percent of Awalé's issued shares. The Shares were acquired for investment purposes. Fortuna may acquire additional securities of Awalé or dispose of its existing securities of Awalé on the basis of Fortuna's assessment of market conditions, reformulation of plans and/or other relevant factors, in each case in accordance with applicable securities regulatory requirements. Fortuna's early warning report has been filed and is available for viewing on SEDAR+, and a copy of the report may also be obtained by emailing info@ or by contacting the Corporate Secretary at +1.604.484.4085. In connection with the investment, Fortuna has entered into an investor rights agreement (the 'Investor Rights Agreement') with Awalé. Under the terms of the Investor Rights Agreement, Fortuna has been granted, among other things, (i) pre-emptive rights to maintain its interest in Awalé through participation in future equity financings of the Company and (ii) top-up rights to purchase additional shares in order to maintain its interest in Awalé. Fortuna will have such investor rights for so long as it holds a 10% or greater interest in Awalé (calculated in accordance with the terms of the Investor Rights Agreement). About Fortuna Mining Corp. Fortuna Mining Corp. is a Canadian precious metals mining company with three operating mines and exploration activities in Argentina, Côte d'Ivoire, Mexico, and Peru, as well as the Diamba Sud Gold Project located in Senegal. Sustainability is integral to all our operations and relationships. We produce gold and silver and generate shared value over the long-term for our stakeholders through efficient production, environmental protection, and social responsibility. For more information, please visit ON BEHALF OF THE BOARD Jorge A. Ganoza President, CEO, and DirectorFortuna Mining Corp. Investor Relations: Carlos Baca | info@ | | X | LinkedIn | YouTube This news release contains forward-looking statements which constitute 'forward-looking information' within the meaning of applicable Canadian securities legislation and 'forward-looking statements' within the meaning of the 'safe harbor' provisions of the Private Securities Litigation Reform Act of 1995 (collectively, 'forward-looking statements'). All statements included herein, other than statements of historical fact, are forward-looking statements, including, without limitation, the Company's business strategy, plans and outlook, statements regarding the possible future acquisition or disposition by the Company of securities, and statements regarding exploration plans in respect of the Odienné Project. Forward-looking Statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any results, performance or achievements expressed or implied by the Forward-looking Statements. Such uncertainties and factors include, among others, changes in general economic conditions and financial markets; changes in prices for gold, silver, and other metals; the timing and success of the Company's proposed exploration programs; technological and operational hazards in Fortuna's mining and mine development activities; risks inherent in mineral exploration; fluctuations in prices for energy, labor, materials, supplies and services; fluctuations in currencies; uncertainties inherent in the estimation of mineral reserves, mineral resources, and metal recoveries; the Company's ability to obtain all necessary permits, licenses and regulatory approvals in a timely manner; governmental and other approvals; political unrest or instability in countries where Fortuna is active; labor relations issues; as well as those factors discussed under 'Risk Factors' in the Company's Annual Information Form for the financial year ended December 31, 2024. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in Forward-looking Statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. Forward-looking Statements contained herein are based on the assumptions, beliefs, expectations and opinions of management, including but not limited to, expected trends in mineral prices and currency exchange rates; that the Company's activities will be in accordance with the Company's public statements and stated goals; that there will be no material adverse change affecting the Company or its properties; that all required approvals will be obtained; that there will be no significant disruptions affecting operations and such other assumptions as set out herein. Forward-looking Statements are made as of the date hereof and the Company disclaims any obligation to update any Forward-looking Statements, whether as a result of new information, future events or results or otherwise, except as required by law. There can be no assurance that Forward-looking Statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, investors should not place undue reliance on Forward-looking Statements. PDF available: in to access your portfolio
Yahoo
03-06-2025
- Business
- Yahoo
Pet Valu Holdings Ltd. Announces C$576 Million Secondary Bought Deal Offering
Base shelf prospectus is accessible, and prospectus supplement will be accessible within two business days, on SEDAR+ /NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES./ MARKHAM, ON, June 3, 2025 /CNW/ - Pet Valu Holdings Ltd. ("Pet Valu" or the "Company") (TSX: PET), the leading Canadian specialty retailer of pet food and pet-related supplies, announced today that PV Holdings S.à r.l., Roark Capital Partners II AIV AG, L.P., RCPS Equity Cayman LP and Roark Capital Partners Parallel II AIV AG, L.P. (collectively, the "Selling Shareholders"), have entered into an agreement with RBC Capital Markets and CIBC Capital Markets (the "Underwriters") to complete a secondary offering on a bought deal basis (the "Offering"). Under the agreement, the Underwriters have agreed to purchase 19,969,450 common shares ("Common Shares") of the Company at a purchase price of C$28.85 per Common Share for total gross proceeds to the Selling Shareholders of approximately C$576 million. The net proceeds of the Offering will be paid directly to the Selling Shareholders. The Company will not receive any proceeds from the Offering. The Common Shares will be offered by way of a prospectus supplement to the short form base shelf prospectus of the Company dated August 15, 2024 in all of the provinces and territories of Canada and may also be offered by way of private placement in the United States. The Offering is expected to close on or about June 9, 2025, subject to customary closing conditions. Following the completion of the Offering, the Selling Shareholders will no longer own any common shares of Pet Valu. As a result, the investor rights agreement (the "Investor Rights Agreement") between the Company and the Selling Shareholders, which provided the Selling Shareholders with certain contractual rights related to, among other things, the nomination of directors of the Company, will terminate in accordance with its terms. Clayton Harmon, Patrick Hillegass and Kevin Hofmann are nominees of the Selling Shareholders on the board of directors of the Company pursuant to the Investor Rights Agreement. In connection with the termination of the Investor Rights Agreement, the Company anticipates that Clayton Harmon will resign as a director, and Patrick Hillegass and Kevin Hofmann will continue as directors of the Company pending identification by the board of directors of suitable replacement directors. Richard Maltsbarger, Chief Executive Officer of Pet Valu, commented, "this transaction marks a significant milestone after a successful relationship between Pet Valu and Roark. We extend our sincere gratitude to Roark who, as franchise business model specialists, helped transform Pet Valu from a regional 350-store network into Canada's largest pet specialty retailer serving millions of devoted pet lovers annually. Their expertise, stewardship, and patience enabled us to make multi-year investments in people, processes, and systems to drive growth." "With an unmatched, national omni-channel presence and modernized supply chain, Pet Valu is very well positioned to continue its strong track record of growth," continued Mr. Maltsbarger. "We expect to continue to deliver compelling returns to our shareholders and franchisee owners as we pursue our mission to be Canada's preferred pet retailer." Clayton Harmon, Managing Director at Roark Capital Management, LLC, added, "we wish Richard, Linda, Greg, and everyone at Pet Valu all the best. With its high-quality brand, franchisees, team, and shareholders, we look forward to watching its continued success in the years ahead." The Common Shares have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or the securities laws of any state of the United States and may not be offered, sold or delivered, directly or indirectly, in the United States (as such term is defined in Regulation S under the U.S. Securities Act) or to, or for the account or benefit of, U.S. Persons (as defined in the U.S. Securities Act), except pursuant to an exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws. This news release does not constitute an offer to sell or solicitation of an offer to buy any Common Shares in any jurisdiction in which the offering or sale is not permitted. Access to the prospectus supplement, the base shelf prospectus and any amendments to the documents is provided in accordance with securities legislation relating to procedures for providing access to a prospectus supplement, a base shelf prospectus and any amendment. The base shelf prospectus is, and the prospectus supplement will be (within two business days of the date hereof), accessible on SEDAR+ at An electronic or paper copy of the prospectus supplement, the base shelf prospectus and any amendment to the documents may be obtained, without charge, from RBC Dominion Securities Inc., Attention: Distribution Centre, 180 Wellington Street West, 8th Floor, Toronto, ON M5J 0C2 or by email at or CIBC Capital Markets, 161 Bay Street, 5th Floor, Toronto, ON M5J 2S8 or by telephone at 416-956-6378 or by email at by providing the contact with an email address or address, as applicable. The base shelf prospectus and prospectus supplement contain important, detailed information about the Company and the proposed Offering. Prospective investors should read the base shelf prospectus and prospectus supplement (when filed) before making an investment decision. About Pet Valu Pet Valu is Canada's leading retailer of pet food and pet-related supplies with over 800 corporate-owned or franchised locations across the country. For more than 45 years, Pet Valu has earned the trust and loyalty of pet parents by offering knowledgeable customer service, an extensive product offering and engaging in-store services. Through its local neighbourhood stores and digital platform, Pet Valu offers more than 10,000 competitively-priced products, including a broad assortment of exclusive, holistic and award-winning proprietary brands. The Company is headquartered in Markham, Ontario, and has distribution centres in Brampton, Ontario, Surrey, British Columbia and Calgary, Alberta. Its shares trade on the Toronto Stock Exchange (TSX: PET). To learn more, please visit: Forward-Looking Information Some of the information contained in this press release is forward-looking information. Forward-looking information is provided as at the date of this press release and is based on management's opinions, estimates and assumptions in light of its experience and perception of historical trends, current trends, current conditions and expected future developments, as well as other factors that management believes appropriate and reasonable in the circumstances. Such forward-looking information is intended to provide information about management's current expectations and plans, and may not be appropriate for other purposes. Pet Valu does not undertake to update any such forward-looking information whether as a result of new information, future events or otherwise, except as required under applicable Canadian securities laws. Actual results and the timing of events may differ materially from those anticipated in the forward-looking information as a result of various factors and assumptions, and subject to the risks as set out in the Company's annual information form dated March 3, 2025 and as discussed under "Risk Factors" in the prospectus supplement and short form base shelf prospectus. SOURCE Pet Valu Holdings Ltd. View original content:
Cision Canada
03-06-2025
- Business
- Cision Canada
Pet Valu Holdings Ltd. Announces C$576 Million Secondary Bought Deal Offering
Base shelf prospectus is accessible, and prospectus supplement will be accessible within two business days, on SEDAR+ /NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES./ MARKHAM, ON, June 3, 2025 /CNW/ - Pet Valu Holdings Ltd. ("Pet Valu" or the "Company") (TSX: PET), the leading Canadian specialty retailer of pet food and pet-related supplies, announced today that PV Holdings S.à r.l., Roark Capital Partners II AIV AG, L.P., RCPS Equity Cayman LP and Roark Capital Partners Parallel II AIV AG, L.P. (collectively, the "Selling Shareholders"), have entered into an agreement with RBC Capital Markets and CIBC Capital Markets (the "Underwriters") to complete a secondary offering on a bought deal basis (the "Offering"). Under the agreement, the Underwriters have agreed to purchase 19,969,450 common shares ("Common Shares") of the Company at a purchase price of C$28.85 per Common Share for total gross proceeds to the Selling Shareholders of approximately C$576 million. The net proceeds of the Offering will be paid directly to the Selling Shareholders. The Company will not receive any proceeds from the Offering. The Common Shares will be offered by way of a prospectus supplement to the short form base shelf prospectus of the Company dated August 15, 2024 in all of the provinces and territories of Canada and may also be offered by way of private placement in the United States. The Offering is expected to close on or about June 9, 2025, subject to customary closing conditions. Following the completion of the Offering, the Selling Shareholders will no longer own any common shares of Pet Valu. As a result, the investor rights agreement (the "Investor Rights Agreement") between the Company and the Selling Shareholders, which provided the Selling Shareholders with certain contractual rights related to, among other things, the nomination of directors of the Company, will terminate in accordance with its terms. Clayton Harmon, Patrick Hillegass and Kevin Hofmann are nominees of the Selling Shareholders on the board of directors of the Company pursuant to the Investor Rights Agreement. In connection with the termination of the Investor Rights Agreement, the Company anticipates that Clayton Harmon will resign as a director, and Patrick Hillegass and Kevin Hofmann will continue as directors of the Company pending identification by the board of directors of suitable replacement directors. Richard Maltsbarger, Chief Executive Officer of Pet Valu, commented, "this transaction marks a significant milestone after a successful relationship between Pet Valu and Roark. We extend our sincere gratitude to Roark who, as franchise business model specialists, helped transform Pet Valu from a regional 350-store network into Canada's largest pet specialty retailer serving millions of devoted pet lovers annually. Their expertise, stewardship, and patience enabled us to make multi-year investments in people, processes, and systems to drive growth." "With an unmatched, national omni-channel presence and modernized supply chain, Pet Valu is very well positioned to continue its strong track record of growth," continued Mr. Maltsbarger. "We expect to continue to deliver compelling returns to our shareholders and franchisee owners as we pursue our mission to be Canada's preferred pet retailer." Clayton Harmon, Managing Director at Roark Capital Management, LLC, added, "we wish Richard, Linda, Greg, and everyone at Pet Valu all the best. With its high-quality brand, franchisees, team, and shareholders, we look forward to watching its continued success in the years ahead." The Common Shares have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or the securities laws of any state of the United States and may not be offered, sold or delivered, directly or indirectly, in the United States (as such term is defined in Regulation S under the U.S. Securities Act) or to, or for the account or benefit of, U.S. Persons (as defined in the U.S. Securities Act), except pursuant to an exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws. This news release does not constitute an offer to sell or solicitation of an offer to buy any Common Shares in any jurisdiction in which the offering or sale is not permitted. Access to the prospectus supplement, the base shelf prospectus and any amendments to the documents is provided in accordance with securities legislation relating to procedures for providing access to a prospectus supplement, a base shelf prospectus and any amendment. The base shelf prospectus is, and the prospectus supplement will be (within two business days of the date hereof), accessible on SEDAR+ at An electronic or paper copy of the prospectus supplement, the base shelf prospectus and any amendment to the documents may be obtained, without charge, from RBC Dominion Securities Inc., Attention: Distribution Centre, 180 Wellington Street West, 8th Floor, Toronto, ON M5J 0C2 or by email at [email protected] or CIBC Capital Markets, 161 Bay Street, 5th Floor, Toronto, ON M5J 2S8 or by telephone at 416-956-6378 or by email at [email protected] by providing the contact with an email address or address, as applicable. The base shelf prospectus and prospectus supplement contain important, detailed information about the Company and the proposed Offering. Prospective investors should read the base shelf prospectus and prospectus supplement (when filed) before making an investment decision. About Pet Valu Pet Valu is Canada's leading retailer of pet food and pet-related supplies with over 800 corporate-owned or franchised locations across the country. For more than 45 years, Pet Valu has earned the trust and loyalty of pet parents by offering knowledgeable customer service, an extensive product offering and engaging in-store services. Through its local neighbourhood stores and digital platform, Pet Valu offers more than 10,000 competitively-priced products, including a broad assortment of exclusive, holistic and award-winning proprietary brands. The Company is headquartered in Markham, Ontario, and has distribution centres in Brampton, Ontario, Surrey, British Columbia and Calgary, Alberta. Its shares trade on the Toronto Stock Exchange (TSX: PET). To learn more, please visit: Forward-Looking Information Some of the information contained in this press release is forward-looking information. Forward-looking information is provided as at the date of this press release and is based on management's opinions, estimates and assumptions in light of its experience and perception of historical trends, current trends, current conditions and expected future developments, as well as other factors that management believes appropriate and reasonable in the circumstances. Such forward-looking information is intended to provide information about management's current expectations and plans, and may not be appropriate for other purposes. Pet Valu does not undertake to update any such forward-looking information whether as a result of new information, future events or otherwise, except as required under applicable Canadian securities laws. Actual results and the timing of events may differ materially from those anticipated in the forward-looking information as a result of various factors and assumptions, and subject to the risks as set out in the Company's annual information form dated March 3, 2025 and as discussed under "Risk Factors" in the prospectus supplement and short form base shelf prospectus.
