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Goodmans Deals & Cases

This section contains brief summaries of selected significant cases and transactions.  You'll also find representative lists  - by year - of major transactions and cases where Goodmans' involvement is a matter of public record or where inclusion in the list has been authorized by our clients.

Ceridian HCM Holding Inc. Completes IPO and Debt Refinancing

2018

Areas Corporate Finance and Securities, Employment and Labour, Tax, Technology

Summary

Goodmans represented Ceridian HCM Holding Inc. (Ceridian), a global human capital management software company, in its initial public offering of 24,150,000 shares of common stock, which included 3,150,000 shares of common stock issued pursuant to the exercise by the underwriters of their over-allotment option. The offering was priced at US$22.00 per share, resulting in gross proceeds of US$631,300,000 when combined with the concurrent US$100.0 million private placement and before deducting underwriting discounts and commissions and other offering expenses payable by Ceridian. Ceridian’s shares of common stock began trading on the New York Stock Exchange and the Toronto Stock Exchange under the ticker symbol “CDAY” on April 26, 2018.

Ceridian used the net proceeds from the offering and concurrent private placement to redeem the US$475.0 million principal amount of its outstanding 11% Senior Notes due 2021 as well as to pay a portion of the interest on the Senior Notes that will have accrued at the time of the redemption. Concurrently with the closing of the offering, Ceridian redeemed the Senior Notes and refinanced its remaining indebtedness with new senior credit facilities consisting of a US$680 million term loan debt facility and a US$300 million revolving credit facility.

Goldman Sachs & Co. LLC, J.P. Morgan, Credit Suisse and Deutsche Bank Securities acted as joint lead book-running managers, and Goldman Sachs & Co. LLC and J.P. Morgan acted as representatives of the underwriters for the offering. Barclays, Citigroup, Jefferies LLC, CIBC Capital Markets and Wells Fargo Securities also acted as book-running managers for the offering. Baird, Canaccord Genuity, Piper Jaffray, William Blair and MUFG acted as co-managers for the offering.

Ceridian is the largest technology company (by initial market capitalization) to ever IPO in Canada, with an implied valuation of US$3 billion. The IPO is also among the 25 largest corporate IPOs in TSX history.