TFI International Inc. (TFII) Announces Proposed 6M Share IPO

February 10, 2020 4:38 PM EST

TFI International Inc. (NYSE: TFII), a North American leader in the transportation and logistics industry, today announced the launch of a marketed offering of 6,000,000 common shares in the United States and Canada, representing TFI International’s initial public offering in the United States.

In connection with the initial public offering in the United States, TFI International has applied to list its common shares on the New York Stock Exchange (NYSE) under the symbol “TFII.” Trading in TFI International’s shares is expected to commence on the NYSE following the pricing of the offering. TFI International’s common shares will continue to trade on the Toronto Stock Exchange under the symbol “TFII”.

The public offering will be conducted through a syndicate of underwriters led by Morgan Stanley, BofA Securities, J.P. Morgan and Credit Suisse as joint lead book-running managers, with RBC Capital Markets and UBS Investment Bank as joint-bookrunners and Cowen, National Bank of Canada Financial, Stephens Inc., Stifel and Wolfe Capital Markets and Advisory as co-managers. The offering will be priced in the context of the market; the issue price per share and size of the offering will be determined when TFI International enters into an underwriting agreement for the offering.

TFI International expects to use the net proceeds from the offering to reduce the amount outstanding under one of its credit facilities, thereby increasing the amount available under the credit facility for future use by TFI International. TFI International may use the credit facility in the future for working capital and general corporate purposes, including potential acquisitions.

TFI International will also grant the underwriters an option to purchase up to an additional 900,000 shares, representing 15% of the number of shares to be sold pursuant to the public offering, solely to cover the underwriters’ over-allocation position, if any, and for market stabilization purposes. The option will be exercisable by the underwriters for a period of 30 days following the closing of the offering.

In connection with the public offering, TFI International has filed a preliminary prospectus supplement to its short form base shelf prospectus dated October 12, 2018. The preliminary prospectus supplement was filed with the securities regulatory authorities in each of the provinces of Canada as well as with the U.S. Securities and Exchange Commission (SEC) as part of a registration statement on Form F-10 under the U.S.-Canada multijurisdictional disclosure system (MJDS).

A registration statement relating to these securities has been filed with the SEC but has not yet become effective. These securities may not be sold nor may offers to buy these securities be accepted prior to the time the registration statement becomes effective. Completion of the offering will be subject to customary closing conditions.



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