UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01 | Other Events. |
On August 11, 2021, certain selling shareholders (the “Selling Shareholders”) of Gates Industrial Corporation plc (the “Company”), the Company and Citigroup Global Markets Inc. and Evercore Group, L.L.C., as the representatives of the several underwriters listed on Schedule II thereto (the “Underwriters”), entered into an underwriting agreement (the “Underwriting Agreement”), pursuant to which the Selling Shareholders agreed to sell to the Underwriters 25,000,000 ordinary shares, par value $0.01 per share, of the Company, which are being offered to investors at a public offering price of $16.00 per ordinary share. Pursuant to the Underwriting Agreement, the Selling Shareholders also granted the Underwriters a 30-day option to purchase up to 3,750,000 additional ordinary shares, which option was exercised in full on August 12, 2021. The offering, including the shares sold pursuant to the Underwriters’ option, is expected to close on August 16, 2021, subject to customary closing conditions.
The Company will not receive any of the proceeds from the sale of the ordinary shares being offered by the Selling Shareholders, but will bear certain expenses incident to the offering (excluding underwriting discounts and commissions).
A copy of the Underwriting Agreement is filed herewith as Exhibit 1.1 and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Description | |
| 1.1 | Underwriting Agreement, dated as of August 11, 2021, by and among the Company, the Selling Shareholders and Citigroup Global Markets Inc. and Evercore Group, L.L.C., as the representatives of the several underwriters listed on Schedule II thereto | |
| 104 | Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101) |
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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GATES INDUSTRIAL CORPORATION PLC
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| By: | /s/ L. Brooks Mallard | ||
| Name: | L. Brooks Mallard | ||
| Title: | Chief Financial Officer | ||
Date: August 13, 2021