Spin Master completes $180M secondary offering and concurrent block trade

Spin Master Corp. (Spin Master) completed a secondary offering of 2,794,800 subordinate voting shares at a price of $53.40 per subordinate voting share, indirectly, beneficially owned by the founders of Spin Master (the Selling Shareholders) for gross proceeds of approximately $150 million.

Spin Master is a leading global children’s entertainment company that creates, designs, manufactures, licenses and markets a diversified portfolio of innovative toys, games, products and entertainment properties.

The offering was made through an underwriting group co-led by RBC Capital Markets and TD Securities Inc., and which included CIBC Capital Markets, BMO Capital Markets, National Bank Financial Inc., Cormark Securities Inc., Barclays Capital Canada Inc., Canaccord Genuity Corp., Goldman Sachs Canada Inc. and Raymond James Ltd.

In a separate transaction that was completed concurrently, a group of employees of Spin Master, other than the founders, sold to the underwriters an aggregate of 562,909 subordinate voting shares, on a block trade, prospectus-exempt basis, at a price of $53.40 per subordinate voting share for total gross proceeds of approximately $30 million.

Spin Master was represented internally by Christopher Harrs (Executive Vice President and General Counsel, Corporate Secretary) and Karoline Hunter (Senior Director, Investor Relations & Associate General Counsel). Blake, Cassels & Graydon LLP acted as Canadian counsel to Spin Master, with a team that included Frank Arnone, Matthew Merkley, Alison Desipio, Jeremy Ozier and Victoria Locke (securities) and Jeffrey Shafer (tax).

Skadden, Arps, Slate, Meagher & Flom LLP acted as US counsel to Spin Master with a team that included Riccardo Leofanti and Justin Flavelle (corporate).

Torkin Manes LLP acted as Canadian counsel to the Selling Shareholders, and was led by Andrew Wilder, Yale Hertzman (corporate/securities), Kay Leung (tax) and Linda Godel (not-for-profit/charities).

The syndicate of underwriters was represented by Torys LLP on Canadian and US matters, with a team that included Kevin Morris, Robbie Leibel and Stephen Neil (Canadian securities) and Andrew Beck (US securities).

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