OneSpaWorld Announces Pricing of Secondary Offering of Common Shares by Selling Shareholders
17 Maggio 2023 - 3:17AM
Business Wire
OneSpaWorld Holdings Limited (NASDAQ: OSW) (“OneSpaWorld” or the
“Company”), the preeminent global provider of health and wellness
services and products onboard cruise ships and in destination
resorts around the world, today announced the pricing of its
previously announced underwritten secondary offering of common
shares of the Company at a public offering price of $10.00 per
share. The offering consists of 9,000,000 common shares to be sold
by Steiner Leisure Limited and a director of the Company (together,
the “Selling Shareholders”). Steiner Leisure Limited has also
granted the underwriters a 30-day option to purchase up to an
additional 1,350,000 common shares at the public offering price,
less underwriting discounts and commissions. This reflects an
upsizing of the previously announced offering of 8,000,000 shares
and 1,200,000 option shares granted to the underwriters.
The Selling Shareholders will receive all of the net proceeds
from the sale of common shares in the offering. The Company will
not receive any proceeds from the offering.
William Blair, Stifel and TD Cowen are acting as the joint
booking-running managers for the offering.
The common shares in the proposed secondary offering are being
offered pursuant to an automatically effective shelf registration
statement on Form S-3 (File No. 333-333-271982) filed with the U.S.
Securities and Exchange Commission (“SEC”) on May 16, 2023. The
offering is being made only by means of a prospectus supplement. A
final prospectus supplement relating to the offering will be filed
with the SEC and will be available on the SEC’s website at
www.sec.gov and copies of the final prospectus supplement may also
be obtained, when available, from the following sources: William
Blair & Company, L.L.C., Attn: Prospectus Department, 150 North
Riverside Plaza, Chicago, Illinois 60606, by telephone at (800)
621-0687, or by email at prospectus@williamblair.com; Stifel,
Nicolaus & Company, Incorporated, Attn: Prospectus Department,
One Montgomery Street, Suite 3700, San Francisco, CA 94104 or by
telephone at (415) 364-2720 or by email at
syndprospectus@stifel.com; and Cowen and Company, LLC, 599
Lexington Avenue, New York, New York 10022, by telephone at (833)
297-2926, or by e-mail at Prospectus_ECM@cowen.com.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor will there be
any sale of these 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.
About OneSpaWorld
Headquartered in Nassau, Bahamas, OneSpaWorld is one of the
largest health and wellness services companies in the world.
OneSpaWorld’s distinguished health and wellness centers offer
guests a comprehensive suite of premium health, wellness, fitness
and beauty services, treatments, and products, currently onboard
182 cruise ships and at 51 destination resorts around the world.
OneSpaWorld holds the leading market position within the cruise
line industry of the historically fast-growing international
leisure market and has been built upon its exceptional service
standards, expansive global recruitment, training and logistics
platforms, irreplicable operating infrastructure, extraordinary
team and a history of service and product innovation that has
enhanced its guests’ personal care experiences while vacationing
for over 65 years.
Forward-Looking Statements
This press release includes “forward-looking statements” within
the meaning of the “safe harbor” provisions of the Private
Securities Litigation Reform Act of 1995. The expectations,
estimates, and projections of the Company may differ from its
actual results and consequently, you should not rely on these
forward-looking statements as predictions of future events. Words
such as “expect,” “estimate,” “project,” “budget,” “forecast,”
“anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,”
“believes,” “predicts,” “potential,” “continue,” or the negative or
other variations thereof and similar expressions are intended to
identify such forward looking statements. These forward-looking
statements include, without limitation, statements regarding the
terms of the public offering and the underwriters’ option to
purchase additional common shares, statements regarding
expectations with respect to future performance of the Company,
including projected financial information (which is not audited or
reviewed by the Company’s auditors), and the future plans,
operations and opportunities for the Company and other statements
that are not historical facts. These statements are based on the
current expectations of the Company’s management and are not
predictions of actual performance. These forward-looking statements
involve significant risks and uncertainties that could cause the
actual results to differ materially from the expected results.
Factors that may cause such differences include, but are not
limited to: the impact of the COVID-19 pandemic on our business,
operations, results of operations and financial condition,
including liquidity for the foreseeable future; the demand
for the Company’s services together with the possibility that
the Company may be adversely affected by other economic, business,
and/or competitive factors or changes in the business environment
in which the Company operates; changes in consumer preferences or
the market for the Company’s services; changes in applicable laws
or regulations; the availability or competition for opportunities
for expansion of the Company’s business; difficulties of managing
growth profitably; the loss of one or more members of the Company’s
management team; loss of a major customer and other risks and
uncertainties included from time to time in the Company’s reports
(including all amendments to those reports) filed with the SEC. The
Company cautions that the foregoing list of factors is not
exclusive. You should not place undue reliance upon any
forward-looking statements, which speak only as of the date made.
The Company does not undertake or accept any obligation or
undertaking to release publicly any updates or revisions to any
forward-looking statements to reflect any change in its
expectations or any change in events, conditions, or circumstances
on which any such statement is based, except as required by law.
These forward-looking statements should not be relied upon as
representing the Company’s assessments as of any date subsequent to
the date of this communication.
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version on businesswire.com: https://www.businesswire.com/news/home/20230516006097/en/
ICR: Investors: Allison Malkin, 203-682-8225
allison.malkin@icrinc.com
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