Westport Fuel Systems Proposes Offering of Common Shares
July 13 2017 - 10:08PM
Westport Fuel Systems Inc. (“
Westport Fuel
Systems”) (TSX:WPRT) (Nasdaq:WPRT) announced today that it
intends to offer and sell common shares in an underwritten public
offering (the “
Offering”). Westport Fuel Systems
also expects to grant the underwriters a 30-day option to purchase
additional common shares. The Offering is subject to market
conditions, and there can be no assurance as to whether or when the
Offering may be completed, or as to the actual size or terms of the
Offering. No common shares will be sold or offered in Canada
or to any resident of Canada pursuant to the Offering.
Oppenheimer & Co. Inc. is acting as the sole book-running
manager for the Offering. Craig-Hallum Capital Group LLC will act
as the co-lead manager. When available, copies of the U.S.
preliminary prospectus supplement can be accessed through the U.S.
Securities and Exchange Commission (the "SEC")
website at www.sec.gov, and copies of the Canadian preliminary
prospectus supplement are available at www.sedar.com.
Westport Fuel Systems has applied to the Toronto Stock Exchange
for the additional listing of the common shares issued under the
Offering, which listing will be subject to fulfillment of all of
the listing requirements of the exchange.
The Offering will be made only by means of Westport Fuel Systems
prospectus supplement and accompanying short form base shelf
prospectus. When available, copies of the prospectus supplement,
the final prospectus supplement and accompanying base prospectus
related to this Offering may be obtained from the SEC’s website at
www.sec.gov or from Oppenheimer & Co. Inc., Attention:
Syndicate Prospectus Department, 85 Broad Street, 26th Floor, New
York, New York 10004, by telephone at 212-667-8563, or by e-mail at
EquityProspectus@opco.com.
Certain directors and executive officers of Westport Fuel
Systems intend to purchase common shares pursuant to a non-brokered
private placement in Canada only (the “Concurrent Private
Placement”). The Concurrent Private Placement does not
form part of the Offering. The closing of the Concurrent Private
Placement is expected to take place concurrently with the closing
of the Offering. The common shares issued pursuant to the
Concurrent Private Placement will be subject to a seasoning period
or statutory hold period, as applicable. Westport Fuel Systems has
applied to The NASDAQ Global Select Market and the Toronto Stock
Exchange for the additional listing of the common shares issued
under the Concurrent Private Placement, which listing will be
subject to fulfillment of all of the listing requirements of the
exchanges.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of the
common shares of Westport Fuel Systems 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.
About Westport Fuel Systems
At Westport Fuel Systems, we are driving innovation to power a
cleaner tomorrow. We are inventors, engineers, manufacturers and
suppliers of advanced clean-burning fuel systems and components
that can change the way the world moves. Our technology delivers
performance, fuel efficiency and environmental benefits to address
the challenges of global climate change and urban air quality.
Headquartered in Vancouver, Canada, we serve our customers in more
than 70 countries with leading global transportation brands. At
Westport Fuel Systems, we think ahead. For more information, visit
www.wfsinc.com.
This press release contains forward-looking statements,
including statements regarding the completion of, benefits and
timing of the referenced offering or the concurrent private
placement. These statements are neither promises nor guarantees,
but involve known and unknown risks and uncertainties and are based
on both the views of management and assumptions that may cause our
actual results, levels of activity, performance or achievements to
be materially different from any future results, levels of
activities, performance or achievements expressed in or implied by
these forward looking statements. These risks and uncertainties
include risks, and are based on assumptions, related to our revenue
growth, operating results, industry and products, the general
economy, conditions of and access to the capital and debt markets,
governmental policies and regulation, technology innovations,
fluctuations in foreign exchange rates, operating expenses, the
availability and price of natural gas, global government stimulus
packages, the acceptance of and shift to natural gas
vehicles, the actions and determinations of our joint venture
and development partners, as well as other risk factors and
assumptions that may affect our actual results, performance or
achievements or financial position discussed in our most recent
Annual Information Form, the preliminary prospectus supplement and
other filings with securities regulators. Readers should not place
undue reliance on any such forward-looking statements, which speak
only as of the date they were made. We disclaim any obligation to
publicly update or revise such statements to reflect any change in
our expectations or in events, conditions or circumstances on which
any such statements may be based, or that may affect the likelihood
that actual results will differ from those set forth in these
forward looking statements except as required by National
Instrument 51-102. The contents of any website, RSS feed or twitter
account referenced in this press release are not incorporated by
reference herein.
Investor Inquiries:
Caroline Sawamoto
Manager, Investor Relations and Communications
Westport Fuel Systems
T: +1 604-718-2046
invest@wfsinc.com
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