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TORONTO, Aug. 10, 2016 /CNW/ - INFOR Acquisition Corp. (TSX: IAC.A, IAC.WT) ("INFOR Acquisition" or the "Company") is reporting its financial results as at and for the three months ended June 30, 2016. INFOR Acquisition's unaudited interim financial statements, along with the accompanying management's discussion and analysis ("MD&A") have been filed on the System for Electronic Document Analysis and Retrieval ("SEDAR") and may be viewed under the Company's profile at www.sedar.com or on the Company's website at www.inforacquisitioncorp.com.
As previously announced, the Company has entered into a definitive arrangement agreement with Element Financial Corporation ("Element"), ECN Capital Corp. ("ECN Capital") and 2510204 Ontario Inc. pursuant to which Element will effect the spin-out of its North American commercial finance business by distributing to Element shareholders common shares of ECN Capital following which, ECN Capital will acquire all of the outstanding shares of the Company (other than shares of the Company held by ECN Capital or any of its affiliates) in exchange for common shares of ECN Capital (the "Arrangement"). The consideration received under the Arrangement by the Company's shareholders will be based on an exchange ratio (the "Exchange Ratio") whereby the Class A Restricted Voting Shares (and the Class B Shares acquired by the Founders for a subscription price of $10.00) will be valued at net cash per share which is expected to be approximately $9.34 (assuming no redemptions). The value of ECN Capital's shares in the Exchange Ratio shall equal fair market value as of the closing of its separation from Element, with closing of the Arrangement conditional on fair market value being in the range of approximately equity net book value.
"We are extremely pleased to be the first Canadian SPAC to announce a qualifying acquisition. This transaction represents the culmination of over fourteen months of intensive work by the INFOR Acquisition team during which time we examined over 40 potential acquisition candidates," commented Neil Selfe, CEO of INFOR Acquisition. "We unequivocally believe that this transaction with ECN Capital represents the best possible outcome for our shareholders and delivers on the expectations we created at the time of our initial public offering. ECN Capital is a public markets ready, highly liquid carve-out and a market leader with experienced, well regarded management. North American focussed but Canadian domiciled, ECN Capital is well positioned as a growth platform with solid organic cash flows and acquisition opportunities. We believe that giving our shareholders the ability to effectively acquire an interest in this entity at approximately equity net book value is a big win for them. However, we made it even more attractive by the concessions that we and our directors made with respect to our Founders' Shares economics and the thorough governance process we undertook to ensure the transaction could be executed in an exceptionally shareholder-friendly manner," added Mr. Selfe.
In connection with the completion of the qualifying acquisition, we are required to file a prospectus and to prepare and deliver a proxy circular that attaches the prospectus for purposes of the shareholder meeting at which shareholder approval of the qualifying acquisition will be sought. A preliminary non-offering prospectus has been filed with the securities regulatory authorities in all provinces and territories of Canada and additional disclosure, including a background to the transaction, can be found in INFOR Acquisition's Q2 2016 MD&A. Both the prospectus and MD&A have been filed on SEDAR and are available on the Company's website.
About INFOR Acquisition Corp.
INFOR Acquisition Corp. is a special purpose acquisition corporation incorporated under the laws of the Province of Ontario for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization, or engaging in any other similar business combination with one or more businesses or assets.
Visit INFOR Acquisition Corp. at www.inforacquisitioncorp.com
About INFOR Financial Group Inc.
INFOR Financial Group Inc. ("INFOR Financial Group"), the sponsor of INFOR Acquisition, is a leading independent merchant and investment bank based in Toronto. INFOR Financial Group provides innovative, independent, forward thinking financial and strategic advice to corporations, institutional investors, entrepreneurs and government entities. INFOR Financial Group's asset management division currently is focused on relationship investing and structured private credit investments. INFOR Financial Inc., a wholly-owned subsidiary of INFOR Financial Group, is an independent investment bank that offers advice on mergers and acquisitions, capital raises, risk management, private funds as well as corporate restructurings and derivative hedging strategies. In 2015, INFOR Financial Inc. was ranked as the top independent M&A advisor in Canada.
Visit INFOR Financial Group at www.inforfg.com
SOURCE INFOR Acquisition Corp.
For further information: Neil M. Selfe, Chief Executive Officer and Director, INFOR Acquisition Corp., Chief Executive Officer, INFOR Financial Group Inc., (416) 646-2610