VANCOUVER, BC — January 2, 2026 — Leads & Copy — Premium Brands Holdings Corporation (TSX: PBH) has completed its acquisition of Stampede Culinary Partners, Inc.
The purchase price for the Stampede Acquisition totaled approximately US$688.0 million, which accounts for customary post-closing net working capital adjustments and excludes transaction costs. This amount consisted of:
(i) an initial base purchase price of approximately US$662.5 million, comprised of:
(a) US$512.5 million in cash;
(b) the issuance of US$150.0 million of common shares (approximately 2.2 million common shares) of the Company (“Shares”) to the seller;
(ii) initial customary net working capital adjustments of approximately US$10.5 million; and
(iii) reimbursement for cash on hand of approximately US$15.0 million.
To partially finance the Stampede Acquisition, the Company completed the issue and sale of:
(i) 3,303,260 public subscription receipts at a price of $97.50 per receipt, for gross proceeds of approximately $322 million;
(ii) $172.5 million aggregate principal amount of 5.50% convertible unsecured subordinated debentures at a price of $1,000 per debenture, for gross proceeds of $172.5 million; and
(iii) an aggregate of 1,743,600 subscription receipts, on a private placement basis, at a price of $97.50 per placement subscription receipt, for gross proceeds of approximately $170 million.
The aggregate gross proceeds in respect of the Offering totaled approximately $665 million.
The balance of the base cash purchase price for the Stampede Acquisition was funded by a draw of approximately $102 million on the Company’s revolving credit facility.
The Public Subscription Receipts were offered to the public through a syndicate of underwriters led by CIBC Capital Markets, BMO Capital Markets, National Bank Financial Inc., Raymond James Ltd. and Scotiabank, and included Cormark Securities Inc., Desjardins Securities Inc., Merrill Lynch Canada Inc., RBC Dominion Securities Inc., TD Securities Inc., Canaccord Genuity Corp., Stifel Nicolaus Canada Inc. and Ventum Financial Corp. The Debentures were offered to the public through a syndicate of underwriters led by CIBC Capital Markets, BMO Capital Markets, National Bank Financial Inc., Raymond James Ltd. and Scotiabank, and included Canaccord Genuity Corp., Desjardins Securities Inc., RBC Dominion Securities Inc. and TD Securities Inc. CIBC Capital Markets acted as sole bookrunner and agent on the Concurrent Private Placement.
Each outstanding Subscription Receipt was exchanged for one Share, resulting in the issuance of 5,046,860 Shares. The Shares issued on exchange of the Placement Subscription Receipts are subject to a four-month hold period under applicable Canadian securities laws.
The Company expects that the Subscription Receipts will be halted from trading and delisted from the Toronto Stock Exchange at the close of markets today and that the Shares issued in exchange for the Subscription Receipts issued in the Offering will immediately commence trading on the TSX.
Premium Brands owns a range of specialty food manufacturing and differentiated food distribution businesses with operations across Canada, the United States and Italy.
Source: Premium Brands Holdings Corporation
