BRP and its Principal Shareholder Announce Closing of Previously Announced Secondary Offering

BRP (TSX: DOO; NASDAQ: DOO) announced the closing of a previously announced bought deal secondary offering on Dec 23, 2025.

Rhea-AI Summary

BRP (TSX: DOO; NASDAQ: DOO) announced the closing of a previously announced bought deal secondary offering on Dec 23, 2025. Bain Capital Integral Investors II sold 1,850,000 subordinate voting shares at C$100.00 per share for total gross proceeds of C$185,000,000. All net proceeds were paid to the selling shareholder; the company received no proceeds from the offering. The offering was completed under a prospectus supplement dated Dec 18, 2025 and was led by RBC Capital Markets without an over-allotment option. After closing (excluding certain expected charitable gifting), Bain and affiliates hold 8,603,493 multiple voting shares, representing ~11.72% of issued shares and ~20.73% of voting power.

Positive

• 1,850,000 shares added to public float
• Transaction priced at C$100.00 per share for C$185,000,000 gross proceeds to seller

Negative

• The company received no proceeds from the offering
• Underwriters were not granted an over-allotment option

Argus Dec 23 session

-0.29% close to close Open Argus

Details

News Market Reaction – DOO

On Dec 23, the day this news came out, DOO closed 0.29% below the previous close.

Data tracked by StockTitan Argus for the Dec 23 session.

Key Figures

Secondary shares sold: 1,850,000 shares Offering price: C$100.00 per share Gross proceeds: C$185,000,000 +3 more

Secondary shares sold

1,850,000 shares

Subordinate voting shares sold by Bain in the Offering

Offering price

C$100.00 per share

Purchase price per Subordinate Voting Share in the Offering

Gross proceeds

C$185,000,000

Total gross proceeds to the Selling Shareholder

Multiple voting shares held

8,603,493 shares

Multiple voting shares of BRP held by Bain and affiliates post-offering

Equity ownership

11.72%

Post-offering percentage of issued and outstanding shares held by Bain

Voting power

20.73%

Post-offering voting power attached to all shares held by Bain

Historical Context

2 past events · Latest: Dec 18

2 events

1. Dec 18

   Regulatory decision

   24h Move

   -5.6%

   ACCC opposed planned Telwater sale; BRP retained ownership and operations.

2. Dec 16

   Leadership change

   24h Move

   -2.3%

   Announcement of new CEO and Board changes tied to long-term plan.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

bought deal, secondary offering, prospectus supplement, short form base shelf prospectus, +4 more

8 terms

bought deal financial

"closing of the previously announced bought deal secondary offering"

A bought deal is a type of securities offering where an investment bank agrees to purchase the entire share or bond issue from a company up front and then resells it to investors, acting like a wholesaler who guarantees the sale. For investors, it matters because it gives the company fast, certain access to cash while potentially signaling pricing pressure or dilution—meaning the shares may be sold at a discount and existing holders could see their ownership reduced.

secondary offering financial

"closing of the previously announced bought deal secondary offering"

A secondary offering is when a company sells new shares of its stock to the public after its initial sale. This allows existing shareholders or the company itself to raise additional money. For investors, it can impact the stock’s price by increasing the total number of shares available, which may influence the stock’s value and how the market perceives the company’s financial health.

View in glossary

prospectus supplement regulatory

"offered by way of a prospectus supplement dated December 18, 2025"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

short form base shelf prospectus regulatory

"to the Company's short form base shelf prospectus dated March 26, 2025"

A short form base shelf prospectus is a pre-approved, reusable document that lets a company register a pool of securities (like stocks or bonds) it can sell over time without repeating a full disclosure process each time. Think of it as a menu the company files once so it can quickly offer items from that menu later; investors care because it speeds up capital raises, can dilute existing holdings, and signals the company’s ability to access funding when needed.

registration statement regulatory

"as part of an effective registration statement on Form F-10"

A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.

Form F-10 regulatory

"as part of an effective registration statement on Form F-10"

Form F-10 is a standardized prospectus document filed with Canadian securities regulators when a Canadian company offers shares or other securities to the public. It lays out the company’s business, financial results, management, and risks—like a detailed product label that helps investors compare what they’re buying and understand potential downsides. For investors, the form matters because it provides the core information needed to evaluate the safety, value and terms of a public securities offering.

U.S./Canada Multijurisdictional Disclosure System regulatory

"under the U.S./Canada Multijurisdictional Disclosure System"

A regulatory framework that lets eligible Canadian and U.S. public companies use one set of financial and corporate disclosure documents to meet both countries’ securities rules. Think of it as a shared passport for filings: it reduces duplicate paperwork, speeds up cross-border listings and gives investors easier access to consistent, comparable information when evaluating companies that operate or list in both markets.

voting power financial

"representing approximately 20.73% of the voting power attached to all of the Shares"

Voting power is the ability shareholders have to influence a company's major decisions—like electing the board, approving mergers, or changing corporate rules—based on the voting rights attached to the shares they hold. For investors it matters because greater voting power is like holding more keys to a building: it gives you a stronger say over management choices and the company’s strategy, which can affect future value and risk.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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VALCOURT, QC, Dec. 23, 2025 /PRNewswire/ - BRP Inc. (TSX: DOO) (NASDAQ: DOO) ("BRP" or the "Company") announced today the closing of the previously announced bought deal secondary offering (the "Offering") pursuant to which Bain Capital Integral Investors II, L.P. ("Bain" or the "Selling Shareholder") sold 1,850,000 subordinate voting shares of BRP (the "Subordinate Voting Shares") at a purchase price of C$100.00 per Subordinate Voting Share for total gross proceeds of C$185,000,000 to the Selling Shareholder.

The Subordinate Voting Shares were offered by way of a prospectus supplement dated December 18, 2025 to the Company's short form base shelf prospectus dated March 26, 2025 filed with the securities regulatory authorities in each of the provinces and territories of Canada as well as with the U.S. Securities and Exchange Commission (SEC) as part of an effective registration statement on Form F-10 under the U.S./Canada Multijurisdictional Disclosure System.

All net proceeds have been paid directly to the Selling Shareholder. The Company did not receive any proceeds from the Offering.

The Subordinate Voting Shares were offered by RBC Capital Markets, which was not granted an over-allotment option in connection with the Offering.

BRP's Subordinate Voting Shares are listed on the Toronto Stock Exchange (TSX) and Nasdaq Global Select Market (NASDAQ) under the symbol "DOO".

Following closing of the Offering and not taking into account certain charitable gifting contributions expected to be completed in connection therewith, Bain and its affiliates held 8,603,493 multiple voting shares of BRP, representing approximately 11.72% of the issued and outstanding shares of the Company (the "Shares") and approximately 20.73% of the voting power attached to all of the Shares.

No securities regulatory authority has either approved or disapproved the contents of this press release. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such province, state or jurisdiction.

About BRP
BRP Inc. is a global leader in the world of powersports products, propulsion systems and boats built on over 80 years of ingenuity and intensive consumer focus. Through its portfolio of industry-leading and distinctive brands featuring Ski-Doo and Lynx snowmobiles, Sea-Doo watercraft and pontoons, Can-Am on and off-road vehicles, Quintrex boats and Rotax marine propulsion systems as well as Rotax engines for karts and recreational aircraft, BRP unlocks exhilarating adventures and provides access to experiences across different playgrounds. The Company completes its lines of products with a dedicated parts, accessories and apparel portfolio to fully optimize the riding experience. Committed to growing responsibly, BRP is developing electric models for its existing product lines. Headquartered in Quebec, Canada, BRP had annual sales of C$7.8 billion from over 130 countries and a global workforce of approximately 16,500 driven, resourceful people as of January 31, 2025.

www.brp.com
@BRPNews

Ski-Doo, Lynx, Sea-Doo, Can-Am, Rotax, Quintrex and the BRP logo are trademarks of Bombardier Recreational Products Inc. or its affiliates. All other trademarks are the property of their respective owners.

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SOURCE BRP Inc.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did BRP (DOO) announce on December 23, 2025 regarding a secondary offering?

BRP announced closing of a bought deal secondary offering where Bain sold 1,850,000 subordinate voting shares at C$100 per share on Dec 23, 2025.

How much gross proceeds were generated in the BRP (DOO) secondary offering?

The selling shareholder received total gross proceeds of C$185,000,000 from the sale.

Did BRP receive any proceeds from the Dec 23, 2025 secondary offering (DOO)?

No. All net proceeds were paid directly to the selling shareholder and the company received no proceeds.

How did the secondary offering affect Bain's ownership and voting power in BRP (DOO)?

Following the offering and excluding certain expected charitable gifting, Bain and affiliates held 8,603,493 multiple voting shares (~11.72% of issued shares and ~20.73% of voting power).

Who led the BRP (DOO) secondary offering and was there an over-allotment option?

The offering was led by RBC Capital Markets and no over-allotment option was granted.