Premium Brands Holdings Corporation Announces Redemption of 5.00% Convertible Unsecured Subordinated Debentures

VANCOUVER, April 30, 2018 /CNW/ - Premium Brands Holdings Corporation ("Premium Brands" or the "Corporation") (TSX:PBH), a leading producer, marketer and distributor of branded specialty food products, is pleased to announce that it will issue a notice (the "Notice") of redemption to holders of its currently outstanding 5.00% convertible unsecured subordinated debentures due April 30, 2020 (the "Debentures"). As set out in the Notice, the redemption date of the Debentures will be June 5, 2018 (the "Redemption Date"). The Debentures are redeemable for an amount (the "Redemption Price") equal to the principal amount of the Debentures plus accrued unpaid interest up to, but excluding, the Redemption Date. There are approximately $22.7 million aggregate principal amount of the Debentures outstanding.

Prior to the redemption of the Debentures, each holder will have the right to convert their Debentures into common shares of the Corporation (each being a "Common Share") at a conversion price of $44.65 per Common Share (the "Conversion Price") at any time on or prior to June 4, 2018. The required form of Conversion Notice will be available on SEDAR at www.sedar.com, and should be submitted to TSX Trust Company, as follows:

A holder electing to convert the principal amount of their Debentures will receive 22.3964 Common Shares for each $1,000 principal amount of Debentures converted. No fractional shares will be issued on conversion but, in lieu thereof, the Corporation shall pay the cash equivalent thereof determined on the basis of the current market price of the Common Shares on the conversion date, as applicable (less any tax required to be deducted, if any), if the fractional share equivalent is greater than or equal to $10.00.

All holders of Debentures who fail to deliver a notice of conversion on or prior to June 4, 2018 shall have their Debentures redeemed for cash on the Redemption Date.

Beneficial holders of Debentures who wish to convert their Debentures into Common Shares should consult with their financial institutions as soon as possible and allow for sufficient time to complete the conversion process.

About Premium Brands

Premium Brands owns a broad range of leading specialty food manufacturing and differentiated food distribution businesses with operations in British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, Quebec, Nova Scotia, Nevada, Ohio, Arizona, Minnesota, Mississippi and Washington State. The Corporation services a diverse base of customers located across North America and its family of brands and businesses includes Grimm's, Harvest, McSweeney's, Bread Garden Go, Hygaard, Hempler's, Isernio's, Quality Fast Foods, Fletcher's U.S., Direct Plus, Harlan Fairbanks, Creekside Bakehouse, Stuyver's Bakestudio, Centennial Foodservice, B&C Food Distributors, SJ Fine Foods, Shahir, Wescadia, Duso's, Maximum Seafood, Ocean Miracle Seafood, SK Food Group, OvenPride, Hub City Fisheries, Audrey's, Deli Chef, Piller's, Freybe, Expresco, C&C Packing, Premier Meats, Belmont Meats, Leadbetter, Skilcor, Buddy's Kitchen, Raybern's, Island City Baking, Shaw Bakers, Partners Crackers, Conte Foods, Larosa Foods, Gourmet Chef, Diana's Seafood, Interprovincial Meat Sales, Meat Factory, Frandon Seafood, Country Prime Meats, McLean Meats and Penguin Meats.

Forward-Looking Statements

This press release contains forward looking statements with respect to the Corporation, including its business operations, strategy and financial performance and condition. These statements generally can be identified by the use of forward looking words such as "may", "could", "should", "would", "will", "expect", "intend", "plan", "estimate", "project", "anticipate", "believe" or "continue", or the negative thereof or similar variations.

Although management believes that the expectations reflected in such forward looking statements are reasonable and represent the Corporation's internal expectations and belief as of April 30, 2018, such statements involve unknown risks and uncertainties beyond the Corporation's control which may cause its actual performance and results in future periods to differ materially from any estimates or projections of future performance or results expressed or implied by such forward looking statements.

Some of the factors that could affect future results and could cause results to differ materially from those expressed in the forward-looking statements contained herein include: (i) increases in the cost of raw materials used in the production of the Corporation's products; (ii) reductions in consumer discretionary spending resulting from changes in economic conditions and/or general consumer confidence levels; (iii) increases in the cost of products sourced from third party manufacturers and sold through the Corporation's distribution networks; (iv) deterioration of the Corporation's relationships with its larger customers; (v) liabilities, losses and expenses resulting from defects in the Corporation's products and/or product recalls; (vi) unseasonably poor weather conditions; (vii) inability to access adequate amounts of raw materials; (viii) changes in consumer food product preferences; (ix) increased competition from other food manufacturers and distributors; * being unable to continue to grow the Corporation's sales; (xi) inability to execute on, and risks associated with, the Corporation's business acquisition strategies; (xii) completing the Corporation's business restructuring initiatives and capital projects in line with cost estimates and achieving the associated expected benefits therefrom; (xiii) changes in the value of the Canadian dollar relative to the U.S. dollar; (xiv) failure or breach of the Corporation's information systems; (xv) new government regulations; (xvi) not being able to source an adequate supply of labour; (xvii) potential disputes with employees represented by labour unions; (xviii) not being able to raise the capital needed to fund the Corporation's growth initiatives; (xix) the loss and/or inability to attract key senior personnel; (xx) increases in the interest rates associated with the Corporation's funded debt; (xxi) financial exposure resulting from credit extended to the Corporation's customers; (xxii) the malfunction of critical equipment used in the Corporation's operations; (xxiii) livestock health issues; (xxiv) international trade issues; (xxv) changes in environmental, health and safety standards; and (xxvi) risks associated with the implementation of the Corporation's enterprise resource planning system. Details on these risk factors as well as other factors can be found in the Corporation's 2017 MD&A, which is filed electronically through SEDAR and is available online at www.sedar.com.

Unless otherwise indicated, the forward looking information in this document is made as of April 30, 2018 and, except as required by applicable law, will not be publicly updated or revised. This cautionary statement expressly qualifies the forward looking information in this press release.

SOURCE Premium Brands Holdings Corporation