Student Transportation of America Ltd. Announces $42,000,000 Bought Deal Financing
BARRIE, ONTARIO–(Marketwire – May 14, 2009) – Student Transportation of America Ltd. (“STA” or the “Company”) (TSX:STB)(TSX:STB.UN) announced today that it has entered into an agreement, on a bought deal basis, to sell 12,000,000 common shares of STA (the “Common Shares”) at a price of $3.50 per Common Share to raise gross proceeds of $42,000,000. The transaction is being underwritten by a syndicate led by Cormark Securities Inc. and Scotia Capital Inc. and including BMO Capital Markets, Wellington West Capital Markets Inc., CIBC World Markets Inc. and National Bank Financial Inc. The Underwriters have the option to purchase up to an additional 1,800,000 common shares at the issue price at any time prior to 30 days following the closing date for additional gross proceeds of $6,300,000. The issue will be offered in all provinces and territories of Canada. STA will file a preliminary short form prospectus in all provinces and territories of Canada for the purpose of qualifying the common shares for distribution to the public as soon as possible. Closing of the offering is expected to occur on or about June 4, 2009, and is subject to regulatory approvals.
Net proceeds from the financing will be used to repay indebtedness under STA’s credit facilities and for general corporate purposes.
The securities offered have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons except, and in compliance with applicable U.S. state securities laws, in certain transactions exempt from the registration requirements of the U.S. Securities Act. This release does not constitute an offer for sale of securities in the U.S. and any public offering of securities in the U.S. will be made by means of a prospectus.
Student Transportation of America is the fourth-largest provider of school bus transportation services in North America, conducting operations through local operating subsidiaries. Student Transportation of America has become a leading school bus transportation company by aggregating operations through the consolidation of existing providers and conversion of in-house operations and currently operates more than 5,600 school vehicles in North America. For more information, please visit www.rideSTA.com.
This news release contains “forward-looking statements” within the meaning of applicable securities laws including, but not limited to, those identified by the expressions “expect”, “intend”, “will” and similar expressions to the extent they relate to STA. These forward looking statements are not historical facts and reflect expectations of management regarding future results or events. Forward-looking statements involve significant risks and uncertainties, and should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether or not or the times at or by which the performance or results will be achieved. A number of factors could cause actual results to differ materially from the results discussed, expressed or implied in any forward-looking statement made by us or on our behalf, including, but not limited to, the risk that the conditions to the offering will not be satisfied and/or that the offering will not close, as well as the factors discussed under “Risk Factors” in our Annual Information Form. Material factors and assumptions that were relied upon in making the forward-looking statements include, but are not limited to, that the conditions to the offering will be satisfied and that the offering will close. Although the forward-looking statements contained in this news release are based upon what STA believes to be reasonable assumptions, investors cannot be assured that actual results will be consistent with these forward-looking statements, and the differences may be material. These forward looking statements are made as of the date of this news release and, except as required by applicable law, we undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
For more information contact:
Student Transportation of America Ltd.
Denis J. Gallagher
Chairman and CEO
Patrick J. Walker
Executive VP and CFO