WINNIPEG, July 5, 2012 /CNW/ - Parrish & Heimbecker, Limited ("P&H") announces today that it has been successful in its bid to acquire
Thirdcoast Limited ("Thirdcoast") common shares under its offer dated May 31, 2012 (the "Offer") by which P&H has offered to acquire any and all of the issued and
outstanding Thirdcoast common shares not presently owned by it for cash
consideration of $155.00 per common share. All of the conditions to the
Offer were satisfied and the 181,416 common shares of Thirdcoast that
were validly deposited at the original expiry time of the Offer have
been taken up and will be paid for in accordance with the Offer. As a
result of taking up shares under the Offer, P&H currently owns
approximately 87% of the issued and outstanding Thirdcoast common
P&H also announces today that it has extended the Offer until 5:00 p.m.
(Toronto time) on July 19, 2012 to enable Thirdcoast shareholders who
have not yet tendered their shares to accept the Offer. A notice of
extension will be mailed to Thirdcoast shareholders and filed with the
applicable securities regulatory authorities.
The Ontario Securities Commission ("OSC") issued a cease trade order on July 4, 2012 in connection with
Thirdcoast's shareholder rights plan (the "Rights Plan"). Accordingly, the Rights Plan is no longer an impediment to P&H
taking up Thirdcoast shares tendered to the Offer.
Instructions for Tendering Shares:
Thirdcoast shareholders who have not yet tendered their common shares
may tender their shares to the Offer by returning the letter of
transmittal (printed on YELLOW paper) enclosed with the Offer materials
mailed to them, together with certificate(s) representing the common
shares of Thirdcoast (valid share certificates in the name of Goderich
Elevators Limited will also be accepted), to Olympia Transfer Services
Inc. in accordance with the rules and instructions set forth in the
letter of transmittal accompanying the Offer materials.
Shareholders whose common shares are registered in the name of an
investment dealer, stockbroker, bank, trust company or other nominee,
should contact such nominee immediately for assistance on how to
deposit common shares under the P&H Offer.
Thirdcoast shareholders may also obtain a free copy of the Offer
documents online at www.sedar.com.
This release includes forward-looking statements regarding P&H,
Thirdcoast and their respective businesses. The forward looking events
and circumstances discussed in this release may not occur and actual
results could differ materially as a result of known and unknown risk
factors and uncertainties affecting P&H, Thirdcoast and their
respective businesses. No forward-looking statement can be guaranteed.
Forward-looking statements speak only as of the date on which they are
made and P&H does not undertake any obligation to publicly update or
revise any forward-looking statement, whether as a result of new
information, future events, or otherwise.
Winnipeg, Manitoba-based Parrish & Heimbecker, Limited is a 103 year old
privately held Canadian company with grain elevators, terminals and
flour mills across Canada. P&H has grown into a diversified, vertically
integrated company that is committed to agribusiness and the entire
agri-food industry. The P&H group of companies covers a wide spectrum
of the agribusiness sector, mirroring very closely the diverse face of
Canadian agriculture. P&H is actively growing and adapting to meet
changing demands of the consumer. For more information, visit http://www.parrishandheimbecker.com.
This press release does not constitute an offer to buy or an invitation
to sell, or the solicitation of an offer to buy or invitation to sell,
any securities of Thirdcoast. Such an offer may only be made pursuant
to an offer and takeover Bid circular filed with applicable securities
regulatory authorities. THIRDCOAST SHAREHOLDERS SHOULD READ THE BID
DOCUMENTS CAREFULLY BECAUSE THEY CONTAIN IMPORTANT INFORMATION,
INCLUDING THE TERMS AND CONDITIONS OF THE BID.
For further information:
For information in respect of the Offer or how to tender your common shares please contact:
Laurel Hill Advisory Group
North American Toll Free: 1-877-452-7184
Banks and Brokers and collect calls outside North America
Olympia Transfer Services Inc.
Telephone (Local) 416-364-8081
North American Toll Free: 866-887-2984