Clearwater Seafoods Enters into New Senior Secured Credit Facility and Closes US$250 Million Offering of Senior Unsecured Notes

HALIFAX, April 26, 2017 /CNW/ – Clearwater Seafoods Incorporated ("Clearwater") announced today the closing of its previously announced offering of US$250 million of senior unsecured notes due 2025 (the "Notes"). Clearwater intends to enter into currency hedging arrangements with respect to this indebtedness. The Notes have a US dollar coupon rate of 6.875% and were issued at par.

Concurrently with the offering, Clearwater entered into new senior secured credit facilities in an aggregate principal amount of C$335 million, consisting of a C$300 million revolving credit facility and a C$35 million amortizing secured term loan, each maturing in 2022, with Wells Fargo Bank, N.A., Canadian Branch, as administrative agent, certain of Clearwater’s subsidiaries as borrowers and guarantors, and the lenders party thereto from time to time (the "Senior Secured Credit Facilities"). The Senior Secured Credit Facilities replace Clearwater’s existing senior secured credit facilities consisting of a C$100 million revolving credit facility due in 2018, an amortizing term loan A facility due in 2018 and an amortizing term loan B facility due in 2019.

Clearwater used the net proceeds from the sale of the Notes together with borrowings under the Senior Secured Credit Facilities to refinance existing indebtedness and intends to use the remainder for general corporate purposes.  Total amounts drawn under the Senior Secured Credit Facilities on closing were C$93 million.

Mr. Ian D. Smith, Clearwater’s CEO commented "The successful closing of our new capital structure will significantly strengthen the Company’s liquidity and our ability to execute on our growth plans while continuing to deliver increasing shareholder value. Clearwater’s continued strength of earnings momentum and strong financial performance, further supported by the positive ratings issued by both S&P Global and Moody’s, all contributed to our ability to execute these transactions on favourable terms."

The Notes are guaranteed on a senior unsecured basis by each of Clearwater’s subsidiaries that are guarantors under the Senior Secured Credit Facilities.

The Notes and related guarantees have not been and will not be registered under the Securities Act of 1933, as amended (the "Securities Act"), or the securities laws of any other jurisdiction, and were not offered or sold in the United States or to U.S. persons absent registration or an applicable exemption from the registration requirements. The offering was made only to qualified institutional buyers in reliance on Rule 144A under the Securities Act and outside the United States to certain non-U.S. persons in accordance with Regulation S under the Securities Act. In Canada, the offering was made pursuant to exemptions from the prospectus requirements of applicable Canadian securities laws and will be subject to resale restrictions.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

COMMENTARY REGARDING FORWARD-LOOKING STATEMENTS

This news release may contain "forward-looking information" as defined in applicable Canadian securities legislation. All statements other than statements of historical fact, included in this release, including, without limitation, statements regarding future plans and objectives of Clearwater, constitute forward-looking information that involve various known and unknown risks, uncertainties, and other factors outside management’s control.   Forward-looking information is based on a number of factors and assumptions which have been used to develop such information but which may prove to be incorrect including, but not limited to, total allowable catch levels, selling prices, weather, exchange rates, fuel and other input costs.  There can be no assurance that such information will prove to be accurate and actual results and future events could differ materially from those anticipated in such forward-looking information.

For additional information with respect to risk factors applicable to Clearwater, reference should be made to Clearwater’s continuous disclosure materials filed from time to time with securities regulators, including, but not limited to, Clearwater’s Annual Information Form. The forward-looking information contained in this release is made as of the date of this release and Clearwater does not undertake to update publicly or revise the forward-looking information contained in this release, whether as a result of new information, future events or otherwise, except as required by applicable securities laws.

No regulatory authority has approved or disapproved the adequacy or accuracy of this news release.

About Clearwater

Clearwater is one of the world’s largest vertically integrated seafood companies and the largest holder of shellfish licenses and quotas in Canada. It is recognized globally for its superior quality, food safety, diversity of species and reliable worldwide delivery of premium wild, eco-certified seafood, including scallops, lobster, clams, coldwater shrimp, crab and groundfish.

Since its founding in 1976, Clearwater has invested in science, people and technological innovation as well as resource ownership and management to sustain and grow its seafood resource. This commitment has allowed it to remain a leader in the global seafood market and in sustainable seafood excellence.

SOURCE Clearwater Seafoods Incorporated