Mr. Gregg Ruhl reports
ALGOMA CENTRAL CORPORATION ANNOUNCES FILING OF FINAL PROSPECTUS
Algoma Central Corp. has filed a final short form prospectus with the securities commissions in each of the provinces of Canada.
The final prospectus qualifies the distribution of $70-million aggregate principal amount of 6.20 per cent convertible unsecured subordinated debentures at a price of $1,000 per debenture. Algoma has also granted a syndicate of underwriters led by CIBC World Markets Inc. an overallotment option to purchase up to an additional $10.5-million aggregate principal amount of debentures, on the same terms as the public offering, exercisable in whole or in part at any time for a period of up to 30 days following closing, to cover overallotments, if any. If the overallotment option is exercised in full, the total gross proceeds to be raised under the public offering will be $80.5-million.
Concurrent with the public offering and as previously announced, Algoma has also agreed to issue, on a non-brokered private placement basis, $20-million aggregate principal amount of debentures to E-L Financial Corp. on the same terms as the public offering. The securities issued pursuant to the concurrent private placement will be subject to a statutory hold period of four months and one day from the date of closing.
The public offering and the concurrent private placement are expected to close on or about Nov. 4, 2026, and are subject to certain conditions, including, but not limited to, receipt of all necessary approvals. The Toronto Stock Exchange has conditionally approved the listing of the debentures and common shares of Algoma issuable on the conversion, redemption or maturity of the debentures pursuant to the public offering and concurrent private placement, subject to Algoma fulfilling all of the requirements of the TSX. The closing of the public offering and the concurrent private placement is contingent upon closing of the other.
E-L's participation in the concurrent private placement, as an insider of Algoma, constitutes a related-party transaction within the meaning of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). Algoma has relied on the exemption from the formal valuation requirements contained under Section 5.5(a) of MI 61-101 and the exemption from the minority shareholder approval requirements contained in Section 5.7(1)(a) as neither the fair market value of the debentures to be issued to E-L under the concurrent private placement or the consideration to be paid by such insider will exceed 25 per cent of Algoma's market capitalization.
Final short form prospectus is accessible through SEDAR+
Delivery of the final prospectus and any amendment thereto will be satisfied in accordance with the access equals delivery provisions of applicable securities legislation. The final prospectus is available on SEDAR+. An electronic or paper copy of the final prospectus and any amendment may be obtained, without charge, from CIBC World Markets Inc. at 161 Bay St., fifth floor, Toronto, Ont., M5J 2S8, by telephone at 416-956-6378 or by e-mail at mailbox.canadianprospectus@cibc.com, by providing the contact with an e-mail address or address, as applicable. Prospective investors should read the final prospectus in its entirety before making an investment decision.
About Algoma Central Corp.
Algoma Central is a global provider of marine transportation, owning and operating dry and liquid bulk carriers that serve critical industries throughout the Great Lakes-St. Lawrence region and internationally. Focused on delivering exceptional customer service, utilizing fuel-efficient vessels and advancing innovative technologies, Algoma drives productivity while contributing to economic growth, strengthening communities and supporting its people.
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