THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S.
NEWSWIRE SERVICES FOR DISSEMINATION IN THE UNITED STATES
VANCOUVER, BC, Sept. 5,
2024 /CNW/ - Kits Eyecare Ltd. (TSX: KITS)
("KITS" or the "Company"), a leading
vertically integrated eyecare provider, announces that Roger Hardy and entities managed by Roger Hardy (the "Hardy Shareholders"),
LD Group Holdings Ltd. ("LD Group") and Joseph Thompson (together with the Hardy
Shareholders and LD Group, the "Selling Securityholders"),
have entered into an agreement with Canaccord Genuity Corp. as sole
bookrunner and sole-lead underwriter ("Canaccord Genuity" or
the "Lead Underwriter"), pursuant to which the Lead
Underwriter, on behalf of a syndicate (collectively, the
"Underwriters"), have agreed to purchase on a bought deal
basis an aggregate of 1,000,000 common shares held by the Selling
Securityholders at an offering price of $10.15 per share (the "Offering Price")
for total gross proceeds to the Selling Securityholders of
$10,150,000 (the "Offering").
KITS will not receive any proceeds from the Offering.
The Lead Underwriter has also been granted an over-allotment
option (the "Over-Allotment Option") to purchase up to an
additional 150,000 common shares from the Selling Securityholders
at the Offering Price for additional gross proceeds of $1,522,500 if the Over-Allotment Option is
exercised in full. The Over-Allotment Option can be exercised at
any time, in whole or in part, for a period of 30 days from the
closing date of the Offering, which is expected to occur on or
about September 26, 2024 and is
subject to certain customary closing conditions.
A preliminary short form prospectus relating to the Offering
will be filed no later than September 11,
2024 with Canadian securities regulatory authorities.
In a separate transaction that is expected to close concurrent
with the Offering, the Underwriters have agreed to purchase on a
bought deal basis from the spouse of Sabrina Liak (the "Block
Shareholder") 225,000 common shares at the Offering Price for
total gross proceeds of $2,283,750
(the "Concurrent Bought Block Trade"). The Concurrent Bought
Block Trade is expected to close on or about September 26, 2024. The completion of the
Offering is not conditional upon the completion of the Concurrent
Bought Block Trade.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy securities in the United States, nor shall there be any sale
of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful. The securities being
offered have not been, nor will they be, registered under the 1933
Act or under any U.S. state securities laws, and may not be offered
or sold in the United States
absent registration or an applicable exemption from the
registration requirements of the 1933 Act, and applicable U.S.
state securities laws.
About KITS
KITS makes eyecare easy. KITS is a leading vertically integrated
digital eyecare brand providing eyewear for eyes everywhere. We
offer customers access to a vast selection of contact lenses and
eyeglasses, including our own exclusive KITS designed products, as
well as a robust suite of online vision tools. Our efficient
digital platform, backed by our industry-leading manufacturing and
designs, removes intermediaries, and enables us to offer great
prices and deliver made to order personalized products with
incredible care and accuracy. We are creating disruption in the
industry by constantly pursuing cutting-edge technologies to enable
the best customer experience, including online eyewear fitting
tools, and virtual try-on for glasses. We strive to delight our
customers with our competitive prices, a convenient digital
shopping experience, fast and reliable delivery options, and an
unrelenting focus on earning our customers' lifelong trust. For
more information on KITS, visit: www.kits.com.
Forward-Looking Information
Certain information in this press release, including statements
relating to the closing date of the Offering, the completion of the
Concurrent Bought Block Trade, and the exercise by the Lead
Underwriter of the Over-Allotment Option, constitutes
forward-looking information. In some cases, but not necessarily in
all cases, forward-looking information can be identified by the use
of forward-looking terminology such as "plans", "targets",
"expects" or "does not expect", "is expected", "an opportunity
exists", "is positioned", "estimates", "intends", "assumes",
"anticipates" or "does not anticipate" or "believes", or variations
of such words and phrases or state that certain actions, events or
results "may", "could", "would", "might", "will" or "will be
taken", "occur" or "be achieved". In addition, any statements that
refer to expectations, projections or other characterizations of
future events or circumstances contain forward-looking information.
Statements containing forward-looking information are not
historical facts but instead represent management's expectations,
estimates and projections regarding future events.
Forward-looking information is necessarily based on a number of
opinions, assumptions and estimates that, while considered
reasonable by KITS as of the date of this press release, are
subject to known and unknown risks, uncertainties, assumptions and
other factors that may cause the actual results, level of activity,
performance or achievements to be materially different from those
expressed or implied by such forward-looking information, including
but not limited to the factors described in greater detail under
the "Risk Factors" sections of the management's annual information
form, discussion and analysis of financial condition and results of
operations of KITS for the 3-month and 6-month periods ended
June 30, 2024, each available at
www.sedarplus.ca. These factors are not intended to represent a
complete list of the factors that could affect KITS; however, these
factors should be considered carefully. There can be no assurance
that such estimates and assumptions will prove to be correct. In
particular, the closing of the Offering is subject to customary
closing conditions and there can be no assurance that all such
conditions will be satisfied. The forward-looking statements
contained in this press release are made as of the date of this
press release, and KITS expressly disclaims any obligation to
update or alter statements containing any forward-looking
information, or the factors or assumptions underlying them, whether
as a result of new information, future events or otherwise, except
as required by law.
SOURCE KITS Eyecare Ltd.
