Item 8.01. Other Events.
On August 3, 2020, SiteOne Landscape Supply, Inc. (the "Company") entered into
an underwriting agreement (the "Underwriting Agreement") with BofA Securities,
Inc. (the "Underwriter"), relating to an underwritten public offering of
2,150,000 shares of the Company's common stock, $0.01 par value per share (the
"Common Stock"). Under the terms of the Underwriting Agreement, the Company has
granted the Underwriter an option, exercisable for 30 days, to purchase up to an
additional 322,500 shares of Common Stock. The aggregate proceeds to the Company
from the sale of shares of Common Stock in the offering were approximately
$262.3 million (and are expected to be approximately $301.6 million if the
Underwriter exercises its option to purchase additional shares in full), before
expenses of approximately $0.5 million. The Company intends to use the net
proceeds from the offering for general corporate purposes, which may include the
acquisition of companies or businesses, the repayment and refinancing of debt,
working capital and capital expenditures. The offering closed on August 6, 2020.
The shares of Common Stock sold in the offering were, and any shares of Common
Stock sold pursuant to the Underwriter's option to purchase additional shares of
Common Stock will be, issued pursuant to an automatically effective shelf
registration statement on Form S-3ASR (Registration No. 333-240295) and the
related prospectus that was filed with the Securities and Exchange Commission
("SEC") on August 3, 2020, and a related prospectus supplement, dated August 3,
2020.
A copy of the Underwriting Agreement is attached hereto as Exhibit 1.1 and is
incorporated herein by reference. The foregoing summary does not purport to be
complete and is qualified in its entirety by reference to the Underwriting
Agreement.
The Company is filing this Current Report on Form 8-K in order to file with the
Securities and Exchange Commission certain items related to the offering that
are to be incorporated by reference into its Registration Statement on Form
S-3ASR (Registration No. 333-240295).
ITEM 9.01 Financial Statements and Exhibits
Exhibit No. Description
Exhibit 1.1 Underwriting Agreement, dated August 3, 2020, between SiteOne
Landscape Supply, Inc. and BofA Securities, Inc.
Exhibit 5.1 Opinion of King & Spalding LLP
Exhibit 23.1 Consent of King & Spalding LLP (included in Exhibit 5.1)
Exhibit 104 Cover Page Interactive Data File (embedded within the Inline
XBRL document)
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