Cooke Omega Announces Offering of Senior Notes

SAINT JOHN, NB / ACCESSWIRE / August 11, 2021 / Cooke Omega Investments Inc. (“Cooke Omega”) today announced its intention to commence an offering of senior unsecured notes (the “Senior Notes”), subject to market conditions and other factors. The Senior Notes will be guaranteed by Cooke Omega’s parent company, Cooke Aquaculture Inc. (the “Company”), substantially all of the Company’s subsidiaries and certain other affiliated entities. Cooke Omega Finco, Inc., a Delaware corporation and wholly owned subsidiary of the Company (the “Co-Issuer”) will co-issue the Senior Notes. The net proceeds from the offering of the Senior Notes, together with the initial borrowings under new credit facilities of the Company and its subsidiaries, will be used to refinance the Company’s existing indebtedness, including, among others, the redemption of Cooke Omega’s 8.500% Senior Secured Notes due 2022 (the “Omega Notes”), including to pay the applicable redemption premium.

The Senior Notes will be offered and sold only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A and in offshore transactions in reliance on Regulation S under the Securities Act, and in each case pursuant to available prospectus exemptions from securities laws of Canada. The Senior Notes and related guarantees will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

This press release does not constitute an offer to sell nor a solicitation of an offer to buy any of these securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful. In addition, nothing in this press release should be construed as an offer to purchase, notice of redemption or a solicitation of an offer to purchase any of the Omega Notes.

Cautionary Note Regarding Forward-Looking Statements

Statements contained in this press release which address activities, events and developments that the Company expects or anticipates will or may occur in the future, including, but not limited to, statements with respect to the offering of the Senior Notes and the refinancing of the Company’s indebtedness, are “forward-looking statements” that are subject to risks and uncertainties. Actual events could differ materially due to a variety of factors, including, but not limited to, our ability to complete the offering of the Senior Notes and the refinancing. The Company disclaims any obligation to update any of the forward-looking statements contained in this release, or to make corrections to reflect future events or developments. Accordingly, you should not place undue reliance on the forward-looking statements or information contained herein.

Contact:

Joel Richardson
Vice President, Public Relations
Cooke Aquaculture Inc.
1-506-694-4939 office
joel.richardson@cookeaqua.com

SOURCE: Cooke Inc.

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