VANCOUVER, British Columbia--(BUSINESS WIRE)--lululemon athletica inc. (NASDAQ:LULU; TSX:LLL) announced today that, in accordance with certain pre-existing contractual obligations, it filed a shelf registration statement with the Securities and Exchange Commission covering the registration of 20,935,041 shares of the Company’s Common Stock that are currently represented by an equal number of shares of the Company’s Special Voting Stock. The registration does not and will not affect the number of shares of Common Stock deemed outstanding or otherwise affect earnings per share or other share-based metrics. The Company will not receive any proceeds from issuances of Common Stock under the registration statement.
The Company is contractually obligated to register the Common Stock pursuant to the terms of the Agreement and Plan of Reorganization, dated April 26, 2007, that the Company entered into in connection with the pre-IPO reorganization of the Company. The registration statement registers the issuance of 20,935,041 shares of Common Stock that may be issued from time to time upon the exchange, retraction or redemption of currently-outstanding Exchangeable Shares of Lulu Canadian Holding, Inc., a wholly-owned subsidiary of the Company, or upon the liquidation, dissolution or winding up of Lulu Canadian Holding, Inc. The Exchangeable Shares were issued to Canadian stockholders in connection with our pre-IPO reorganization, and the Company has previously disclosed in its reports filed with the Securities and Exchange Commission that 20,935,041 Exchangeable Shares and 20,935,041 shares of Special Voting Stock are outstanding.
With the issuance of the registered shares of Common Stock upon such exchange, retraction or redemption of outstanding Exchangeable Shares, the Company will cancel an equal number of currently outstanding Exchangeable Shares of Lulu Canadian Holding, Inc. as well as an equal number of currently outstanding shares of the Company’s Special Voting Stock, so there will be no change in the number of shares of Common Stock deemed outstanding.
About lululemon athletica inc.
lululemon athletica (NASDAQ:LULU; TSX:LLL) is a yoga-inspired athletic apparel company that creates components for people to live longer, healthier and more fun lives. By producing products that help keep people active and stress free, lululemon believes that the world will be a better place. Setting the bar in technical fabrics and functional designs, lululemon works with yogis and athletes in local communities for continuous research and product feedback. For more information, http://www.lululemon.com.
This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that involve risks, uncertainties and assumptions, such as statements regarding our future financial condition. In many cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “intends,” “estimates,” “predicts,” “potential” or the negative of these terms or other comparable terminology. These forward-looking statements are based on management's current expectations but they involve a number of risks and uncertainties. Actual results and the timing of events could differ materially from those anticipated in the forward-looking statements as a result of risks and uncertainties, which include, without limitation, those risk factors detailed in our filings with the Securities and Exchange Commission, including risk factors contained in our Annual Report on Form 10-K for our 2007 fiscal year, and other filings we make with the SEC. Our filings with the SEC are available at www.sec.gov. You are urged to consider these factors carefully in evaluating the forward-looking statements herein and are cautioned not to place undue reliance on such forward-looking statements, which are qualified in their entirety by this cautionary statement. The forward-looking statements made herein speak only as of the date of this press release and the company undertakes no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.