Exchange Bulletin
Sleep Country Canada Holdings Inc. (ZZZ) To Trade On Toronto Stock Exchange
Sleep Country Canada Holdings Inc. (the “Company”) - An application has been granted for the original listing in the Industrial category of 42,543,048 common shares of which 34,891,635 common shares will be issued and outstanding and 7,651,413 common shares will be reserved for issuance upon completion of a public offering (the “Offering”).
Listing of the common shares will become effective at 5:01 p.m. on Wednesday, July 15, 2015 in anticipation of the Offering closing on Thursday, July 16, 2015. The common shares will be posted for trading at the opening on July 16, 2015 upon confirmation of the Closing of the Offering.
Other than Offered Shares sold in the United States, which will be represented by individual certificates, registration of interests in and transfers of Offered Shares held through CDS Clearing and Depository Services Inc. (‘‘CDS’’) or its nominee will be made electronically through the non-certificated inventory (‘‘NCI’’) system of CDS. Offered Shares registered to CDS or its nominee will be deposited electronically with CDS on an NCI basis on the closing of the Offering. Canadian resident purchasers of Offered Shares will receive only a customer confirmation from the registered dealer from or through whom a beneficial interest in the Offered Shares is purchased.
Additional information on the common shares may be found in the final prospectus dated July 10, 2015 (the “Prospectus”), which is available at www.SEDAR.com. Capitalized terms not otherwise defined are as defined in the Prospectus.
| Stock Symbol: "ZZZ" | CUSIP: 83125J 10 4 | Trading Currency: CDN$ |
| Temporary Market Maker: | Mackie Research Capital Corp. |
| Head Office Address: | 140 Wendell Avenue, Unit 2 North York, Ontario M9N 3R2 |
| Email Address: | investor.relations@sleepcountry.ca |
| Website Address: | www.sleepcountry.ca |
| Head Office Telephone Number: | (416) 242-4774 |
| Chief Financial Officer and Corporate Secretary: | Robert Masson |
| Investor Relations: | Robert Masson Chief Financial Officer/Corporate Secretary (416) 242-4744 (Ext. 2206) robert.masson@sleepcountry.ca |
| Incorporation: | The Company was incorporated under the Canada Business Corporations Act on May 27, 2015. |
| Fiscal Year End: | December 31 |
| Nature of Business: | The Company is Canada’s leading mattress retailer and the only specialty mattress retailer with a national footprint. The Company operates under 2 mattress retail banners: “Dormez-vous?” and “Sleep Country Canada”. Since the beginning of 2007, the Company has opened 78 new stores and as of March 31, 2015, it had 215 stores and 16 distribution centres across Canada. The Company has a 20-year track record of profitable growth. Sleep Country’s stores are all corporate-owned. |
| Transfer Agent & Registrar: | Computershare Trust Company of Canada, at its principal office in Toronto. |
| Dividends: | Subject to financial results, capital requirements, available cash flow and any other factors that the Board of Directors may consider relevant, it is the intention of the Board of Directors following Closing to declare quarterly cash dividends. It is expected that future cash dividend payments will be made to shareholders of record as of the close of business on the last business day of each fiscal quarter. All dividends expected to be paid by the Company, unless otherwise indicated, are designated as eligible dividends in accordance with subsection 89(14) of the Tax Act and any applicable corresponding provincial or territorial provisions. Initially, the Company anticipates paying quarterly cash dividends, with annualized aggregate dividend payments of approximately $17 million. The first dividend that would be payable to investors in the Offering would be the dividend for the period beginning on the Closing Date and ending on September 30, 2015. The Company expects the first dividend would be equal to an aggregate amount of approximately $4 million (or approximately $0.11 per Common Share). Dividends will be declared and paid in arrears. Accordingly, the Company expects the first dividend payment on the Common Shares would be declared following the announcement of the Company’s results for the third quarter of fiscal 2015 in November 2015 and would be paid in December 2015. The amount and timing of the payment of any dividends are not guaranteed and are subject to the discretion of the Board of Directors. |
| Public Offering: | Pursuant to the terms of the Prospectus, TD Securities Inc., BMO Nesbitt Burns Inc., CIBC World Markets Inc., Scotia Capital Inc., Credit Suisse Securities (Canada), Inc., GMP Securities L.P., National Bank Financial Inc. and Raymond James Ltd., as underwriters, are offering to the public 17,650,000 common shares at a price of $17.00 per common share. |
