TSX ABO.A and ABO.B
TORONTO, Oct. 25, 2012 /CNW/ - Arbor Memorial Services Inc. (TSX: ABO.A, ABO.B) ("Arbor") announced today that, as contemplated in its information circular dated October 5, 2012, it is forming a soliciting dealer group, and has engaged BMO Capital Markets ("BMO") to act as dealer manager, to solicit votes in favour of the previously announced arrangement pursuant to which 2341599 Ontario Limited (the "Purchaser"), a company sponsored by a group (the "Equity Sponsors") of existing shareholders of Arbor, comprised of Scanfield Holdings Ltd., Fairfax Financial Holdings Limited and JC Clark Ltd. (or their respective affiliates), would acquire all of the outstanding shares in the capital of Arbor (the "Arrangement").
BMO has undertaken to form and manage a soliciting dealer group comprised of members of the Investment Industry Regulatory Organization of Canada to solicit proxy votes in favour of the Arrangement.
Arbor will pay the members of the soliciting dealer group a fee of $0.21 per Arbor share (other than shares held by the Equity Sponsors or other insiders of Arbor) voted in favour of the Arrangement that is solicited by a member of the soliciting dealer group. The fees payable to a soliciting dealer are subject to the following: (a) the solicitation fee payable in respect of any single beneficial shareholder shall not be less than $85.00 or more than $1,500.00 per soliciting dealer, and (b) the minimum fee of $85.00 shall only be paid in respect of any one beneficial shareholder where the number of shares owned and so voted by such beneficial shareholder is greater than or equal to one. Fees will only be payable in the event the Arrangement is completed.
A special meeting of Arbor's shareholders is currently scheduled to be held at The Old Mill in the Guildhall Room, 21 Old Mill Road, Toronto, Ontario M8X 1G5 on November 16, 2012 commencing at 10:00 a.m. (Eastern time) to consider the transaction.
Shareholders are urged to carefully read the information circular that was mailed to them in connection with the transaction. Proxies must be received no later than 10:00 a.m. (Eastern time) on the day which is two business days preceding the date of the meeting or any adjournments or postponements thereof. Shareholders who have questions regarding the contents of the information circular or require assistance in completing their forms of proxy are urged to contact The Laurel Hill Advisory Group toll-free at 1-877-452-7184 or via email at [email protected].
Arbor Memorial Services Inc. owns 41 cemeteries, 27 crematoria, 8 reception centres located on cemetery premises and 83 funeral homes in eight provinces of Canada.
Cautionary statement regarding forward looking statements and information
This news release contains "forward-looking information" within the meaning of applicable Canadian securities laws, including statements regarding the completion of the transaction, the holding of a shareholder meeting and other information that is not historical fact. Forward-looking information is not a guarantee of future performance, given that it involves risks and uncertainties. Except as required by law, Arbor does not assume and expressly renounces any obligation to update any forward-looking information, which are only applicable on the date on which they were made. Additionally, Arbor undertakes no obligation to comment on expectations of, or statements made by, third parties in respect of the transaction.
SOURCE: Arbor Memorial Services Inc.
For further information:
Brian D. Snowdon, President and Chief Executive Officer
Telephone: (416) 763-4531