Our roundup of Canadian small-caps of between $100-million and $2.5-billion in market capitalization making news and on the move today.
Cott Corp. (COT-N; BCB-T) announced it will acquire Primo Water Corp. (PRMW-Q), a provider of water dispensers, purified bottled water, and self-service refill drinking water in the U.S. and Canada, for $14 per share in cash and stock, a deal valuing the company at about $775-million.
"The combination of Cott and Primo, along with the recent announcement of Cott's evaluation of certain strategic alternatives for its S&D Coffee and Tea business, including a sale of S&D, will transition Cott into a pure-play water company," Cott stated in a release Monday.
Cott also said it will rebrand the company as Primo Water Corp., "to reflect the leading position we have in the growing and attractive water market with the opportunity to be revalued in line with our water peers," stated Cott CEO Tom Harrington in a release. "As Primo and Cott have been strategic partners for six years, we expect a smooth transition and integration," he stated.
Under the terms of the merger agreement, a wholly-owned subsidiary of Cott "will promptly commence an exchange offer to acquire all of the outstanding shares of Primo's common stock," the company stated. It said and each share of Primo common stock will be exchanged for $5.04 in cash and 0.6549 common shares of Cott, or, at the election of Primo's stockholders, for $14 in cash or 1.0229 common shares of Cott, subject to the proration procedures set forth in the merger agreement.
Cott said it will pay a total of approximately $216-million in cash to Primo stockholders, funded with the proceeds of a new term debt issuance or proceeds from the sale of S&D Coffee and Tea, and issue approximately 26.8 million new shares to Primo stockholders. Cott also said it obtained financing commitments of up to $400-million from an affiliate of Deutsche Bank Securities Inc. to support the payment of the acquisition price and the refinancing of Primo's debt.
Ceres Global Ag Corp. (CRP-T) announced Monday that its chief financial officer Kyle Egbert will leave the company in February to pursue a new opportunity. It said John Haug will join Ceres on Jan. 13 and will replace Mr. Egbert as CFO on an interim basis, effective February 1.
"Mr. Egbert will remain with the company through mid-February, 2020 to ensure a smooth and effective transition."
Most recently Mr. Haug led the finance and accounting function for Cargill, Inc.'s energy, transportation, metals and financial services businesses. The company said it will begin a search for a permanent CFO “in the near future.”
"With our significant growth and portfolio diversification in 2019, our focus now is on expanding our presence primarily in the strong and vibrant GTA [Great Toronto Area] industrial market," stated CEO Paul Dykeman.
Medical Facilities Corp. (DR-T) announced on Monday the hiring of John Schario as its chief operating officer, effective immediately. Mr. Schario has over 35 years of healthcare experience, serving as an executive for both multi-state and international healthcare companies, the company said in a release.
Medical Facilities also announced the departure of Jimmy Porter, who had served as the corporation’s vice president, operations since January 2018.
“We received a notice from our tenant that they were not renewing their lease for 200,000 square feet and consequently, we put the space on the market with a local broker to find a new tenant,” stated CEO Michel Léonard. After receiving an offer to purchase the property, “we opted to proceed with the disposition in order to reduce our risk and moreover, the sale was concluded at profit for BTB,” he added.
Transcontinental Inc. (TCL.A-T, TCL.B-T) announced the acquisition of Artisan Complete Ltd., a Markham, Ont.-based company that produces point-of-purchase displays and large format printing for retailers.
“With this transaction, TC Transcontinental is further expanding its in-store marketing offering, allowing the company to provide its existing customers with a broader portfolio of products and attract new customers, and is strengthening its partnerships with major retailers,” the company stated.