Premium Brands Holdings Corporation Announces the Exercise of the Over-Allotment Options in Connection with its Recently Completed $600 million Equity and Convertible Debenture Offerings
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VANCOUVER, BC, Dec. 17, 2025 /CNW/ – Premium Brands Holdings Corporation (“Premium Brands” or the “Company”) (TSX: PBH), a leading producer, marketer and distributor of branded specialty food products, is pleased to announce that the underwriters in respect of the Company’s recently completed $600 million equity and convertible debenture offerings (the “Offering”), led by CIBC Capital Markets, BMO Capital Markets, National Bank Financial Inc., Raymond James Ltd. and Scotiabank, have exercised their options in full to purchase: (i) an additional 430,860 subscription receipts (the “Over-Allotment Subscription Receipts”) at a price of $97.50 per Over-Allotment Subscription Receipt, for additional gross proceeds of approximately $42 million, and (ii) an additional $22.5 million aggregate principal amount of 5.50% convertible unsecured subordinated debentures (the “Over-Allotment Debentures”) at a price of $1,000 per Over-Allotment Debenture (collectively, the “Over-Allotment Options”). The closing of the Over-Allotment Options is expected to be completed on December 19, 2025 and will increase the total gross proceeds of the recently completed equity and convertible debenture offerings to approximately $665 million.
The net proceeds from the issue and sale of the Over-Allotment Subscription Receipts will be held in escrow pending closing of the Company’s previously announced indirect acquisition of all of the issued and outstanding shares of Stampede Culinary Partners, Inc. (the “Acquisition”). Following release of the proceeds from escrow, the Company will use the net proceeds to finance, in part, the Acquisition, as well as the Company’s expenses of the Offering and the Acquisition. The net proceeds from the sale of the Over-Allotment Debentures will initially be used to reduce existing indebtedness under the Company’s senior revolving credit facility (the “Revolving Credit Facility”), thereby increasing the amount available to be drawn under such Revolving Credit Facility to finance, in part, the Acquisition, as well as the Company’s expenses of the Offering and the Acquisition. The balance of the cash purchase price for the Acquisition will be satisfied by a draw on the Revolving Credit Facility.
About Premium Brands
Premium Brands owns a broad range of leading specialty food manufacturing and differentiated food distribution businesses with operations across Canada, the United States and Italy.
Forward-Looking Statements
This press release contains forward looking statements with respect to the Company, including, without limitation, the closing of the Over-Allotment Options and the intended use of the proceeds therefrom and from the Offering. While management believes that the expectations reflected in such forward looking statements are reasonable and represent the Company’s internal expectations and belief as of the date of this press release, there can be no assurance that such expectations will prove to be correct as such forward looking statements involve unknown risks and uncertainties beyond the Company’s control which may cause its actual performance and results in future periods to differ materially from any estimates or projections of future performance or results expressed or implied by such forward looking statements.
Forward looking statements generally can be identified by the use of the words “may”, “could”, “should”, “would”, “will”, “expect”, “intend”, “plan”, “estimate”, “project”, “anticipate”, “believe” or “continue”, or the negative thereof or similar variations. Forward looking statements in this press release include statements with respect to Premium Brands’ expectations regarding the completion of the Acquisition and the intended use of the net proceeds of the Offering and the Over-Allotment Options.
Forward looking statements are based on a number of key expectations and assumptions made by Premium Brands, including, without limitation: (i) Premium Brands will obtain all required regulatory approvals to complete the Acquisition; (ii) the successful completion of the Acquisition; and (iii) the expectations and assumptions outlined in Premium Brands’ prospectus supplement dated December 12, 2025 to its short form base shelf prospectus dated December 10, 2025 and its MD&A for the 13 and 39 weeks ended September 27, 2025 and for the 13 and 52 weeks ended December 28, 2024, copies of which are filed electronically through SEDAR+ and are available online at www.sedarplus.ca. Although the forward looking statements contained in this press release are based on what Premium Brands’ management believes to be reasonable assumptions, Premium Brands cannot assure investors that actual results will be consistent with such forward looking statements.
Forward looking statements involve significant risks and uncertainties and should not be read as guarantees of future performance or results. Those risks and uncertainties include, among other things, risks related to the inability to satisfy the closing conditions of the Acquisition. Readers are cautioned that the foregoing list of risks and uncertainties are not exhaustive. Additional factors that could cause actual results to differ materially from Premium Brands’ expectations are outlined in Premium Brands’ prospectus supplement dated December 12, 2025 to its short form base shelf prospectus dated December 10, 2025 and in its MD&A for the 13 and 39 weeks ended September 27, 2025 and for the 13 and 52 weeks ended December 28, 2024, copies of which are filed electronically through SEDAR+ and are available online at www.sedarplus.ca.
Forward looking statements reflect management’s current beliefs and are based on information currently available to Premium Brands. Unless otherwise indicated, the forward looking statements in this press release are made as of December 17, 2025 and, except as required by applicable law, will not be publicly updated or revised. This cautionary statement expressly qualifies the forward looking statements in this press release.
SOURCE Premium Brands Holdings Corporation
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