North American Construction Group Ltd. Announces Redemption of 5.50% Convertible Unsecured Subordinated Debentures
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ACHESON, Alberta, March 02, 2020 (GLOBE NEWSWIRE) -- 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.
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.