Rogers Sugar arranges $50-million debenture offering

Executive Summary

• Rogers Sugar Inc. has arranged a public offering of $50 million in aggregate principal amount of ninth series convertible unsecured subordinated debentures.
• The debentures carry a 5.50% annual interest rate, payable semi-annually, and mature on January 31, 2033.
• Net proceeds will be used to reduce outstanding amounts under the credit facility of Lantic Inc. (a subsidiary) and for general corporate purposes.

Key Details

• Offering Size: $50 million aggregate principal amount of convertible unsecured subordinated debentures.
• Offering Price: $1,000 per debenture.
• Interest Rate: 5.50% per annum, payable semi-annually on January 31 and July 31, commencing July 31, 2026.
• Maturity Date: January 31, 2033.
• Conversion Terms: Convertible into common shares at a conversion price of $7.91 per share. Conversion is exercisable at the holder's option at any time prior to 5 p.m. Montreal time on the earlier of the business day preceding the maturity date or the business day preceding the redemption date.
• Redemption Provisions:
  • Not redeemable prior to January 31, 2029.
  • Between January 31, 2029, and January 31, 2031: Redeemable at the company's option at principal plus accrued interest, provided the weighted average trading price of common shares on the TSX for the 20 consecutive trading days ending five trading days prior to notice is at least 125% of the conversion price.
  • On or after January 31, 2031: Redeemable at the company's option at principal plus accrued interest.
• Underwriters: Bought deal basis, co-led by BMO Capital Markets and National Bank Capital Markets.
• Overallotment Option: Underwriters have an option to purchase up to an additional $7.5 million (15%) of debentures within 30 days of closing. If exercised in full, total gross proceeds would be $57.5 million.
• Use of Proceeds: Reduction of amounts outstanding under the credit facility of Lantic Inc. and for general corporate purposes.
• Expected Closing: On or about January 12, 2026, subject to regulatory and TSX approval.
• Regulatory Filings: Prospectus supplement to the final short form base shelf prospectus dated December 5, 2025, to be filed by no later than January 7, 2026.