HALIFAX, April 22, 2014 /CNW/ - Clarke Inc. (the "Company") (TSX: CKI CKI.DB.A) announced today that it will complete the previously announced partial redemption of its 6% convertible unsecured subordinated debentures maturing December 31, 2018 (the "Debentures") for an aggregate principal amount of $12,000,000, representing 49.6% of the current outstanding balance of the Debentures on April 25, 2014. The Company will pay to the holders of redeemed Debentures the redemption price (the "Redemption Price") equal to the outstanding principal amount of the Debentures redeemed, together with all accrued and unpaid interest thereon up to but excluding the redemption date, for a total of $1,018.90 per $1,000 principal amount of Debentures. The Company will use available funds to pay the Redemption Price of the redeemed Debentures. The Debentures will be redeemed on a pro rata basis to the nearest multiple of $1,000 in accordance with the principal amount of the Debentures registered in the name of each holder.
The aggregate principal amount of Debentures outstanding subsequent to the partial redemption will be $12,214,300. The Company has approximately $33 million of cash on hand and has decided to exercise its right to redeem its remaining Debentures outstanding in accordance with the terms of the indenture governing the Debentures. On May 22, 2014 (the "Redemption Date"), the Company will redeem the remaining outstanding balance of the Debentures. On redemption, the Company will pay to the holders of redeemed Debentures the Redemption Price equal to the outstanding principal amount of the Debentures to be redeemed, together with all accrued and unpaid interest thereon up to but excluding the Redemption Date, for a total of $1,023.34 per $1,000 principal amount of Debentures. The Debentures may be converted at any time prior to 5:00pm (Toronto time) on May 21, 2014 at a conversion price of approximately $7.50 per common share.
Halifax-based Clarke invests in a variety of private and publicly-traded businesses and participates actively where necessary to enhance performance and increase its return. Clarke's securities trade on the Toronto Stock Exchange (CKI; CKI.DB.A); for more information about Clarke, please visit our website at www.clarkeinc.com.
This press release may contain or refer to certain forward-looking statements relating, but not limited to, Clarke's expectations, intentions, plans and beliefs with respect to Clarke. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "does not expect", "is expected", "budget", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or equivalents or variations, including negative variations, of such words and phrases, or state that certain actions, events or results, "may", "could", "would", "should", "might" or "will" be taken, occur or be achieved. These forward-looking statements include, but are not limited to, statements regarding the trading price of the Company's securities not fully reflecting the value of the Company's business.
Forward-looking statements rely on certain underlying assumptions that, if not realized, can result in such forward-looking statements not being achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause the actual results of Clarke to be materially different from the historical results or from any future results expressed or implied by such forward-looking statements. Risks and uncertainties include, among others, the Company's investment strategy, legal and regulatory risks, general market risk, potential lack of diversification in the Company's investments, and interest rates and foreign currency fluctuations. Although Clarke has attempted to identify important factors that could cause actual actions, events or results or cause actions, events or results not to be estimated or intended, there can be no assurance that forward-looking statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Other than as required by applicable Canadian securities laws, Clarke does not update or revise any such forward-looking statements to reflect events or circumstances after the date of this document or to reflect the occurrence of unanticipated events. Accordingly, readers should not place undue reliance on forward-looking statements.
SOURCE: Clarke Inc.
For further information: Andrew Snelgrove, Chief Financial Officer, Clarke Inc., 6009 Quinpool Road, 9th Floor, Halifax, Nova Scotia B3K 5J7, Telephone: (902) 442-3987, Fax: (902) 442-0187