Canadian public company transaction scheduled to become effective
September 28th, 2009
OAKVILLE, ON, Sept. 22 /CNW/ - Tim Hortons Inc. (NYSE: THI, TSX: THI) announced voting results on a proposed merger transaction (the "merger") to reorganize the Company as a Canadian public company, before its stockholders at the Special Meeting of Stockholders held earlier today. A total of approximately 74% of the 180,680,748 common shares of the Company entitled to vote at the meeting were voted, with approximately 99% in favor of the transaction.
Absent any unforeseen circumstances, Tim Hortons expects to proceed with the completion of the transaction, with the merger and reorganization to become effective on September 28th, 2009.
Pursuant to the approval of the Company's stockholders today, THI Mergeco Inc., a Delaware corporation and a wholly-owned subsidiary of Tim Hortons Inc., a corporation incorporated under the Canada Business Corporations Act, will merge with and into our existing public company, incorporated under the laws of the State of Delaware. As a result of the reorganization, the new Canadian public company, also known as Tim Hortons Inc., which is currently a wholly-owned subsidiary of the existing public company, will become the parent company of Tim Hortons group of companies. After the reorganization, Tim Hortons expects to continue to conduct our business in substantially the same manner as it does today.
Tim Hortons stockholders will have their existing common stock automatically converted into an equal number of common shares in the new Canadian public company. Upon completion of the merger and reorganization, Tim Hortons shares will be traded on both the Toronto Stock Exchange and New York Stock Exchange under the same stock symbol "THI".
Safe Harbor Statement
Certain information in this news release, particularly information regarding management's plans, including expectations for future operations and the successful completion of the plan of merger, is forward-looking as contemplated under the Private Securities Litigation Reform Act of 1995. Various factors including those described as "risk factors" in the Company's 2008 Annual Report on Form 10-K, filed February 26, 2009, and those risk factors set forth in our Safe Harbor Statement, as well as other possible factors not listed or described in the foregoing, could affect the Company's actual results and cause such results to differ materially from those expressed in forward-looking statements. As such, readers are cautioned not to place undue reliance on forward-looking statements contained in this news release, which speak only as of the date hereof. Except as required by applicable securities laws, the Company undertakes no obligation to publicly release any revisions to the forward-looking statements contained in this release, or to update them to reflect events or circumstances occurring after the date of this release, or to reflect the occurrence of unanticipated events, even if new information, future events or other circumstances have made the forward-looking statements incorrect or misleading. Please review the Company's Safe Harbor Statement at www.timhortons.com/en/about/safeharbor.html.
Tim Hortons Inc. Overview
Tim Hortons is the fourth largest publicly-traded quick service restaurant chain in North America based on market capitalization, and the largest in Canada. Tim Hortons appeals to a broad range of consumer tastes, with a menu that includes premium coffee, flavored cappuccinos, specialty teas, home-style soups, fresh sandwiches, donuts and fresh baked goods. As of June 28th, 2009, Tim Hortons had 3,475 systemwide restaurants, including 2,939 in Canada and 536 in the United States. More information about the Company is available at www.timhortons.com.
SOURCE Tim Hortons
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