Ski-Doo Parent BRP and Its Principal Shareholder Ink Bought Deal Secondary Offering

BRP, Inc., the Quebec-based parent of the Ski-Doo, Sea-Doo and Lynx outdoor powersports brands, is reporting that its principal shareholder, Bain Capital Integral Investors II, L.P., and the company have entered into an agreement with BMO Capital Markets. This agreement is entered into to complete a secondary offering (the “Offering”) on a bought deal basis.

Under the agreement, BMO Capital Markets has agreed to purchase from Bain 1,500,000 subordinate voting shares of the company (the “Subordinate Voting Shares”) at a price to the public of C$90.71 per Subordinate Voting Share.

In connection with the Offering, the company will file a prospectus supplement to its short-form base shelf prospectus, dated March 26, 2025. This prospectus supplement will be filed with securities regulatory authorities in each Canadian province and territory. It will also be filed 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 Multi-jurisdictional Disclosure System.

Bain and its affiliates currently hold 11,996,629 multiple voting shares of the company. This amount represents approximately 16.4 percent of the issued and outstanding company shares and approximately 27.1 percent of the voting power associated with all shares.

After the Offering closes—without accounting for the anticipated distribution in kind described below—Bain and its affiliates will hold 10,496,629 multiple voting shares. This will represent about 14.4 percent of the issued and outstanding Shares and about 24.4 percent of the voting power attached to all shares.

The Selling Shareholder will receive the net proceeds of the Offering directly. The company will not receive any proceeds from the Offering.

BRP’s Subordinate Voting Shares are listed on the Toronto Stock Exchange (TSX) and Nasdaq Global Select Market (NASDAQ) under the symbols DOO and DOOO, respectively.

The Offering is expected to close on or about September 12, 2025, subject to customary closing conditions.

Image courtesy Ski-Doo/BRP, Inc.