HALIFAX, June 9 /CNW/ - Sobeys Inc. ("Sobeys") and Empire Company Limited
("Empire") announced today that the Sobeys shareholders have approved the plan
of arrangement pursuant to which Empire will acquire all of the outstanding
common shares of Sobeys that it does not currently own at a price of $58.00
per share. Empire currently owns 72.1 percent of the issued and outstanding
shares of Sobeys. In excess of 99.9% of the common shares represented at the
meeting, and 98.9% of the common shares not held by Empire or parties related
to Empire, were voted in favour of the transaction.
The plan of arrangement remains subject to the sanction of the Supreme
Court of Nova Scotia under the Nova Scotia Companies Act. Sobeys expects that
the application for sanction will be heard by the Supreme Court on June 13,
2007. If Court sanction is obtained, the plan of arrangement will be effective
upon registration of the final Court order with the Nova Scotia Registry of
Joint Stock Companies, which Sobeys expects will occur after the close of
business on June 15, 2007.
Upon the plan of arrangement becoming effective, the Sobeys common shares
will be delisted from the Toronto Stock Exchange. CIBC Mellon Trust Company,
the depositary for the transaction, will then distribute a letter of
transmittal containing instructions for the return of share certificates and
receipt of payment to shareholders of record at the effective time of the plan
of arrangement. Shareholders who hold Sobeys common shares through a broker or
other intermediary should contact their broker or intermediary for details on
receipt of payment for their shares.
Sobeys Inc., (TSX: SBY) headquartered in Stellarton, Nova Scotia, is a
leading national grocery retailer and food distributor. Sobeys owns or
franchises more than 1,300 stores in all 10 provinces under retail banners
that include Sobeys, IGA, Foodland, Price Chopper food stores and Lawton's
Drug Stores. The Company is committed to providing the most worthwhile
experience for its customers, employees, franchises, suppliers and
shareholders. More information on Sobeys can be found at www.sobeys.com.
Empire Company Limited (TSX: EMP.A) is a Canadian company headquartered
in Stellarton, Nova Scotia. Empire's key businesses include food retailing,
real estate, and corporate investment activities. With approximately $13.2
billion in annual revenue and $5.1 billion in assets, Empire employs
approximately 37,000 people directly and through its subsidiaries. More
information about Empire Company can be found at www.empireco.ca.
This news release contains "forward-looking statements" regarding a
potential going private transaction. Readers are cautioned not to place undue
reliance on such forward-looking statements. Actual results and developments
may differ materially from those contemplated by these statements depending
on, among others, the risks that Sobeys and Empire will not be able to obtain
the required approvals or clearance from regulatory authorities.
The forward-looking statements contained in this document are made as of
the date of this document and neither Sobeys nor Empire undertakes any
obligation to update publicly or revise any of the forward-looking statements
contained in this news release, except as required by law.
This news release does not constitute an offer to purchase or a
solicitation of an offer to sell securities. Shareholders are advised to
review any relevant documents that may be filed with securities regulatory
authorities by Empire and Sobeys as they will contain important information,
including full details of the proposed transaction and its terms and
For further information:
For further information: Paul Jewer, Vice President, Finance &
Treasurer, Sobeys Inc., (902) 752-8371 ext. 2220; Stewart H. Mahoney, Vice
President, Treasury & Investor Relations, Empire Company Limited, (902)