CAMBRIDGE, ON, May 23, 2023
/PRNewswire/ - ATS Corporation (TSX: ATS) ("ATS" or the "Company"),
an industry-leading automation solutions provider, today announced
the launch of a public offering of ATS' Common Shares ("Common
Shares") in the United States and
Canada, representing ATS' initial
public offering in the United
States.
In connection with the initial public offering of the Common
Shares in the United States, ATS
has filed an application to list the Common Shares on the New York
Stock Exchange ("NYSE") under the symbol "ATS". Trading of the
Common Shares is expected to commence on the NYSE following pricing
of the offering. The Common Shares will continue to trade on the
Toronto Stock Exchange (the "TSX") under the symbol "ATS".
A total of 6,000,000 Common Shares will be offered for sale by
the Company in the offering, which will be conducted through a
syndicate of underwriters led by Goldman Sachs & Co. LLC and
J.P. Morgan Securities LLC, as joint active bookrunners. TD
Securities Inc. is also acting as bookrunner in connection with the
offering. The offering will be priced in the context of the market
with terms, including price per share, to be determined at the time
of entering into an underwriting agreement with the
underwriters.
The Company will grant the underwriters an over-allotment
option, exercisable for a period of 30 days from the date of the
underwriting agreement, to purchase up to an additional 900,000
Common Shares, representing up to 15% of the total number of Common
Shares to be sold pursuant to the offering.
ATS expects that the net proceeds of the offering will be used
for strategic opportunities, including acquisitions, as well as
working capital requirements and general corporate purposes.
Consistent with ATS' value creation strategy, ATS may execute on
strategic opportunities, including disciplined acquisitions, if and
when such opportunities arise, that drive the creation of long-term
sustainable shareholder value. Pending those strategic
opportunities, ATS expects to use the net proceeds to pay down
amounts drawn on its C$750.0 million
revolving senior secured line of credit. However, management of the
Company will have discretion with respect to the actual use of the
net proceeds of the offering.
The offering is subject to entering into a satisfactory
underwriting agreement with the underwriters, which will include
customary closing conditions, including with respect to the listing
of the Common Shares on the NYSE and the TSX.
In connection with the offering, ATS filed a preliminary
prospectus supplement to its base shelf prospectus with the
securities regulatory authorities in each of the provinces and
territories of Canada, other than
Québec. The preliminary prospectus supplement and a base shelf
prospectus have also been filed with the U.S. Securities and
Exchange Commission as part of a registration statement on Form
F-10. The public offering will be made in Canada only by means of the base shelf
prospectus and preliminary prospectus supplement and in
the United States only by means of
the registration statement, including the base shelf prospectus and
preliminary prospectus supplement. Such documents contain important
information about the offering. Copies of the base shelf prospectus
and the preliminary prospectus supplement can be found on SEDAR at
www.sedar.com and a copy of the registration statement, base shelf
prospectus and the preliminary prospectus supplement can be found
on EDGAR at www.sec.gov. Copies of such documents may also be
obtained from any of the following sources: Goldman Sachs & Co.
LLC, Attention: Prospectus Department, 200 West Street,
New York, NY 10282-2198, by
telephone at (866) 471-2526 or by email at
prospectus-ny@ny.email.gs.com; or J.P. Morgan Securities LLC,
Attention: Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood NY 11717, by telephone at
(866)-803-9204 or by email at prospectus-eq_fi@jpmchase.com; or
from TD Securities Inc. in Canada,
Attention: Symcor, NPM, at 1625 Tech Avenue, Mississauga ON L4W
5P5, by telephone at (289) 360-2009, or by email at
sdcconfirms@td.com; or from TD Securities (USA) LLC in the U.S., Attention: Equity
Capital Markets, 1 Vanderbilt Avenue, New
York, NY 10017, by telephone at (855) 495-9846 or by email
at TD.ECM_Prospectus@tdsecurities.com.
Prospective investors should read the base shelf prospectus and
the preliminary prospectus supplement as well as the registration
statement before making an investment decision.
A registration statement relating to the Common Shares has been
filed with the U.S. Securities and Exchange Commission but has not
yet become effective. The Common Shares may not be sold nor may
offers to buy be accepted prior to the time the registration
statement becomes effective. No securities regulatory authority has
either approved or disapproved the contents of this press release.
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 in any jurisdiction in which such offer, solicitation
or sale would be unlawful prior to the registration or
qualification under the securities laws of any such
jurisdiction.
About ATS Corporation
ATS Corporation is an industry-leading automation solutions
provider to many of the world's most successful companies. ATS uses
its extensive knowledge base and global capabilities in custom
automation, repeat automation, automation products and value-added
services including pre-automation and after-sales services, to
address the sophisticated manufacturing automation systems and
service needs of multinational customers in markets such as life
sciences, food & beverage, transportation, consumer products,
and energy. Founded in 1978, ATS employs over 6,500 people at more
than 60 manufacturing facilities and over 80 offices in
North America, Europe, Asia
and Oceania. The Company's common shares are traded on the Toronto
Stock Exchange under the symbol ATS.
Cautionary Statement Regarding Forward-Looking
Statements
This press release contains certain statements that constitute
forward-looking information and forward-looking statements within
the meaning of applicable Canadian and U.S. securities laws
("forward-looking statements"). Forward-looking statements include
all information that are not historical facts regarding possible
events, conditions or results of operations that ATS believes,
expects or anticipates will or may occur in the future, including,
but not limited to, the size, price, timing and completion of the
offering and the proposed listing of the Common Shares on the NYSE
and the TSX; the Company's expected use of the net proceeds of the
offering; the value creation strategy; disciplined acquisitions;
and the potential impact of strategic opportunities on shareholder
value. Forward-looking statements are necessarily based on a number
of estimates and assumptions regarding, among other things, general
economic and political conditions and the ability of ATS to execute
on its business objectives. Forward-looking statements are
inherently subject to significant uncertainties, risks and other
factors that could cause the actual results, performance or
achievements of ATS, or developments in ATS' business or in its
industry to differ materially from those discussed in the
forward-looking statements. Important factors that could cause
actual results to differ materially from expectations include but
are not limited to, the completion of the offering; the volatility
of the market and price of Common Shares; no active market for
Common Shares in the United
States; dilution of Common Shares from future offerings; the
Company's discretion in the use of proceeds of the offering; the
discretion of the Company to pay dividends; the costs of becoming a
U.S. public company; the Company's foreign private issuer status;
the difference in Canadian and United
States corporate and securities laws; various strategic and
market opportunities for ATS; that the market opportunities ATS
anticipates do not materialize or that ATS is unable to exploit
such opportunities; expanding in emerging markets; the impact of
regional or global conflicts; general market performance including
capital market conditions and availability and cost of credit;
performance of the markets that ATS serves; industry challenges in
securing the supply of labour, materials, and, in certain
jurisdictions, energy sources such as natural gas; impact of
inflation; interest rate changes; foreign currency and exchange
risk; the relative strength of the Canadian dollar; risks related
to customer concentration; risks related to a recession, slowdown,
and/or sustained downturn in the economy; impact of factors such as
increased pricing pressure, increased cost of energy and supplies,
and delays in relation thereto, and possible margin compression;
the regulatory and tax environment; the emergence of new infectious
diseases and pandemics, including the potential resurgence of
COVID-19 and/or new strains of COVID-19 and collateral consequences
thereof, including the disruption of economic activity, volatility
in capital and credit markets, and legislative and regulatory
responses; the effect of events involving limited liquidity,
defaults, non-performance or other adverse developments that affect
financial institutions, transaction counterparties, or other
companies in the financial services industry generally, or concerns
or rumours about any events of these kinds or other similar risks,
that have in the past and may in the future lead to market-wide
liquidity problems; energy shortages and global prices increases;
success and impact of the initiatives that ATS is undertaking;
failure of the ATS Business Model to realize upon its objectives;
the inability to successfully expand organically or through
acquisition due to an inability to grow expertise, personnel,
and/or facilities at required rates or to identify, negotiate and
conclude one or more acquisitions, or to raise, through debt or
equity, or otherwise have available, required capital; ATS is
unable to expand in emerging markets, or is delayed in relation
thereto, due to any number of reasons, including inability to
effectively execute organic or inorganic expansion plans, focus on
other business priorities, or local government regulations or
delays; the failure to realize the savings expected from
reorganization activity or within the expected timelines; risk that
the ultimate outcome of lawsuits, claims, and contingencies give
rise to material liabilities for which no provisions have been
recorded; that ATS is not successful in growing its product
portfolio and/or service offering or that expected benefits are not
realized; that acquisitions made are not integrated as quickly or
effectively as planned or expected and, as a result, anticipated
benefits and synergies are not realized; and other risks and
uncertainties detailed from time to time in ATS' filings with
securities regulators, including, without limitation the risk
factors described in the preliminary prospectus supplement,
including the documents incorporated by reference therein
(including ATS' annual information form for the fiscal year ended
March 31, 2023), and the registration
statement in respect of the offering, which are available on
www.sedar.com and the U.S. Securities and Exchange Commission's
EDGAR website at www.sec.gov. ATS has attempted to identify
important factors that could cause actual results, performance or
achievements to vary from those current expectations or estimates
expressed or implied by the forward-looking statements. However,
there may be other factors that cause results, performance or
achievements not to be as expected or estimated and that could
cause actual results, performance or achievements to differ
materially from current expectations. These forward-looking
statements are only current as of the date of this press release.
Although ATS believes that the expectations reflected in such
forward-looking statements are reasonable, such statements involve
risks and uncertainties, and undue reliance should not be placed on
such statements. ATS does not undertake any obligation to update
forward-looking statements contained herein other than as required
by law.
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