BRP Inc. completes C$139.35 million secondary offering with Bain Capital

Company

BRP Inc.

Company

Bain Capital Integral Investors II, L.P.

Law Firm / Organization
Bain Capital
Lawyer(s)

Chris Green

Company

BMO Nesbitt Burns Inc./BMO Capital Markets

Law Firm / Organization
McCarthy Tétrault LLP
Law Firm / Organization
BMO Capital Markets
Lawyer(s)

Aimee Colyer

On April 15, 2024, BRP Inc. (TSX: DOO; NASDAQ: DOOO) and Bain Capital Integral Investors II, L.P. finalized an agreement with BMO Capital Markets for a secondary offering on a bought deal basis. BMO Capital Markets agreed to purchase 1,500,000 subordinate voting shares at C$92.90 per share, amounting to C$139.35 million.

The Company filed a preliminary prospectus supplement to its February 23, 2023, short form base shelf prospectus, with regulatory authorities across Canada and the U.S. SEC under the U.S./Canada Multijurisdictional Disclosure System.

Prior to the offering, Bain and its affiliates held 13,625,187 multiple voting shares, representing 18.2% of issued shares and 29.7% of voting power. Post-offering, their holding will decrease to 12,125,187 multiple voting shares, equating to 16.2% of issued shares and 27.1% of voting power. The net proceeds from the offering will go directly to Bain; BRP will not receive any proceeds.

BRP's subordinate voting shares are listed on the TSX and NASDAQ under the symbols “DOO” and “DOOO”, respectively. The offering is expected to close on or about April 19, 2024, subject to customary closing conditions.

Legal advisors for this transaction included BMO Capital Markets for the offering process. The distribution in kind of up to 1,100,000 multiple voting shares by Bain to its affiliates and partners will be subject to lock-up or statutory restrictions on transfer.

The preliminary prospectus and registration statement are available on SEDAR+ and EDGAR.

Public/Private Offering
Other
$ 139,350,000
Closed
19 April 2024