MDA LTD. ANNOUNCES PRICING OF INITIAL PUBLIC OFFERING
Media Release: April 1, 2021
MDA Ltd. (“MDA” or the “Company”), a leading provider of advanced technology and services to the burgeoning global space industry, today announced that it has filed, and obtained a receipt for, a final long form prospectus with the securities regulatory authorities in each of the provinces and territories in Canada for a proposed initial public offering of common shares of MDA (the “Offering”). The Offering consists of a treasury offering of 28,571,500 common shares of the Company (the “Common Shares”) at a price of $14.00 per Common Share for gross proceeds of approximately $400 million. The Offering is expected to close on April 7, 2021, subject to customary closing conditions.
The Toronto Stock Exchange (the “TSX”) has conditionally approved the listing of the Common Shares, subject to the fulfillment by MDA of all of the initial listing requirements and conditions of the TSX. The Common Shares are expected to begin trading on the TSX upon closing of the Offering under the symbol “MDA”.
The Offering is being made through a syndicate of underwriters led by BMO Capital Markets, Morgan Stanley Canada Limited and Scotiabank, as joint bookrunners, with Barclays Capital Canada Inc., RBC Dominion Securities Inc., Canaccord Genuity Corp., CIBC World Markets Inc., National Bank Financial Inc. and Stifel Nicolaus Canada Inc., as underwriters.
Goodmans LLP and Skadden, Arps, Slate, Meagher & Flom LLP are acting as legal counsel to the Company, and Osler, Hoskin & Harcourt LLP and Paul, Weiss, Rifkind, Wharton & Garrison LLP are acting as legal counsel to the underwriters.
The Company has granted to the underwriters an option, exercisable, in whole or in part, at any time and from time to time for a period of 30 days after closing of the Offering, to purchase from the Company up to 4,285,725 Common Shares (representing 15% of the number of Common Shares sold in the base offering) at a price of $14.00 per Common Share, for the purpose of covering the underwriters’ over-allocation position, if any.
No securities regulatory authority has either approved or disapproved the contents of this press release. This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale or any acceptance of an offer to buy these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. Copies of MDA’s final prospectus are available on SEDAR at www.sedar.com.
The securities have not been and will not be registered under the United States Securities Act of 1933 (the “U.S. Securities Act”), as amended, or any state securities laws, and may not be offered, sold or delivered, directly or indirectly, in the United States, except to Qualified Institutional Buyers (as defined in Rule 144A of the U.S. Securities Act). This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there by any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Serving the world from its Canadian home and global offices, MDA is an international space mission partner and a robotics, satellite systems and geointelligence pioneer with a 50-year story of firsts on and above the Earth. With over 2,000 employees across Canada, the US and the UK, MDA is leading the charge towards viable Moon colonies, enhanced Earth observation, communication in a hyper-connected world, and more. With a track record of making space ambitions come true, MDA enables highly skilled people to continually push boundaries, tackle big challenges, and imagine solutions that inspire and endure to change the world for the better, on the ground and in the stars.
This press release may contain forward‐looking information within the meaning of applicable securities legislation, which reflects the Company’s current expectations regarding future events. Forward‐looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the Company’s control, which could cause actual results and events to differ materially from those that are disclosed in or implied by such forward‐looking information. Such risks and uncertainties include, but are not limited to, failure to complete the Offering and related transactions, and the factors discussed under “Risk Factors” in the final long form prospectus of the Company. MDA does not undertake any obligation to update such forward‐looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.