North American Construction Group Ltd. Announces Redemption of 5.50% Convertible Unsecured Subordinated Debentures
March 02 2020 - 4:05PM
North American Construction Group Ltd. (“NACG” or “the Company”)
(TSX:NOA/NYSE:NOA) is pleased to announce that it has issued a
notice of redemption to the holders of its 5.50% convertible
unsecured subordinated debentures due March 31, 2024 (the
“Debentures”), representing a redemption in full of all of the
currently outstanding Debentures. The Debentures will be redeemed
on April 6, 2020 (the “Redemption Date”), in accordance with their
terms, upon payment of a redemption amount of $1,000.76 for each
$1,000.00 principal amount of Debentures, being equal to the
aggregate of: (i) $1,000.00 (the “Redemption Price”), and (ii) all
accrued and unpaid interest thereon from the interest payment date
of March 31, 2020 to but excluding the Redemption Date. The Company
notes that the next instalment of interest on the Debentures will
be paid in the ordinary course on March 31, 2020. As of close
of business on March 2, 2020, there was $38.6 million principal
amount of Debentures issued and outstanding.
The Company intends to satisfy the Redemption
Price through the issuance of common shares of the Company (“Common
Shares”). Fractional common shares and accrued and unpaid interest
will be settled in cash. Subject to regulatory approval, the
Company intends to have the Debentures de-listed from the Toronto
Stock Exchange following their redemption.
About the Company
North American Construction Group Ltd.
(www.nacg.ca) is one of Canada’s largest providers of heavy civil
construction and mining contractors. For more than 65 years, NACG
has provided services to large oil, natural gas and resource
companies.
For further information contact:Jason Veenstra,
CPA, CAChief Financial OfficerNorth American Construction Group
Ltd.(780) 948-2009jveenstra@nacg.cawww.nacg.ca
Forward-Looking Information
The information provided in this release
contains forward-looking statements. Forward-looking statements
include statements preceded by, followed by or that include the
words “will”, “intends” “expect”, “may”, “could”, “believe”,
“anticipate”, “should” or similar expressions. In particular, this
news release contains forward-looking statements and information
relating to the redemption of the Debentures, the issuance of
Common Shares as payment of the Redemption Price, the payment of
cash in respect of interest and fractional shares and the
anticipated de-listing of the Debentures. These forward-looking
statements are being made by NACG based on certain assumptions that
NACG has made in respect thereof as at the date of this news
release, regarding, among other things that all required regulatory
approvals will be obtained on the necessary terms in a timely
manner; and that NACG will, on the Redemption Date, meet all of the
required terms and conditions of the Debentures (including those
set forth in the applicable debenture indentures) in order to
effect the redemption on the terms currently contemplated (which
includes assumptions respecting trading prices of the Common
Shares). These forward-looking statements are not guarantees of
future performance and are subject to a number of known and unknown
risks and uncertainties, including, but not limited to: the risk
that regulatory approvals will not be obtained in the timelines or
on the terms required thereby delaying the redemption or causing it
to not occur at all; the risk that NACG will not be able to meet
the requirements for redemption on the Redemption Date, including
with respect to the price of its Common Shares, which ability may
be impacted by a number of risk factors. The material factors or
assumptions used to develop the above forward-looking statements
include, and the risks and uncertainties to which such
forward-looking statements are subject, are highlighted in the
MD&A for the quarter and year ended December 31, 2019. Actual
results could differ materially from those contemplated by such
forward-looking statements because of any number of factors and
uncertainties, many of which are beyond NACG’s control. Undue
reliance should not be placed upon forward-looking statements and
NACG undertakes no obligation, other than those required by
applicable law, to update or revise those statements. For more
complete information about NACG, please read our disclosure
documents filed with the SEC and the CSA. These free documents can
be obtained by visiting EDGAR on the SEC website at
www.sec.gov or on the CSA website at www.sedar.com.
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