TSX Symbol - CDI.UN
TORONTO, June 12 /CNW/ - Custom Direct Income Fund (the "Fund") (TSX:
CDI.UN) announced the adoption by unitholders, by more than 90% of the votes
cast at the special meeting of unitholders held earlier today, of a special
resolution approving (i) the sale of substantially all of the assets of the
Fund, and specifically its subsidiary Custom Direct Canada Inc. (which
indirectly holds a 100% limited liability company interest in Custom Direct
LLC, the Fund's operating business) and all of the outstanding 14.5% unsecured
subordinated notes of Custom Direct ULC held by the Fund to 2134482 Ontario
Inc. and EdgeStone CD Acquisition Corp., indirect wholly-owned subsidiaries of
EdgeStone Capital Fund III (Canada) L.P. and (ii) amendments to the Fund's
declaration of trust to (a) provide for the redemption of units held by
unitholders for cash consideration equal to $10.20 per unit, subject to
applicable withholding taxes and (b) allow for the termination of the Fund by
its trustees, all as more fully described in the meeting materials.
The Fund announced that it expects the transaction to close on or about
June 14, 2007 and, following receipt of an approval by the Fund's board of
trustees, the units to be redeemed for $10.20 per unit (net of any applicable
withholding taxes) on or about June 19, 2007. The units of the Fund are
expected to be delisted from the TSX following the close of trading on
June 18, 2007 and, following the delisting, unitholders of record will also be
entitled to a final distribution (currently expected to be $0.04875 per unit,
net of any applicable withholding taxes). The expected final distribution
equals a pro rata amount of the Fund's normal monthly distribution of $0.1125
per unit for the period up to but excluding an assumed closing date of June
About Custom Direct Income Fund
Custom Direct Income Fund indirectly holds 100% of the shares of common
stock of Custom Direct. Based in Maryland and Arkansas, Custom Direct has been
selling cheques, cheque-related accessories, and other products and services
directly to consumers across the United States since 1992, and offers the
industry's widest selection of cheque designs. Custom Direct is a direct
marketer and the second largest participant in the direct-to-consumer segment
of the U.S. cheque industry. The Fund acquired the Custom Direct business in
connection with the Fund's initial public offering in May 2003. For the year
ended December 31, 2006, Custom Direct had revenues of US$114.8 million.
Further information can be found in the disclosure documents filed by
Custom Direct Income Fund with the Canadian securities regulatory authorities,
available at www.sedar.com.
We make statements in this release that are considered forward-looking
statements. Forward-looking information consists of disclosure regarding
possible events, conditions or results that is based on assumptions about
future economic conditions and courses of action. Forward-looking statements
are identified by the use of such words as "may," "could," "should," "would,"
"anticipates," "estimates," "expects," "intends," "plans," "predicts,"
"projects," "believes," "suspects," or words, phrases or expressions of
similar wording. These statements reflect management's current beliefs and are
based on information currently available to management, but indicate
management's expectations of future growth, results of operations, business
performance, and business prospects and opportunities. Any forward-looking
statements made are as of the date of this release, and the Fund assumes no
obligation to update or revise them to reflect new events or circumstances.
- involve significant risks and uncertainties,
- should not be read as guarantees of future performance or results, and
- will not necessarily be accurate indications of whether or not the
times at or by which such performance or results will be achieved.
A number of factors could cause actual results to differ materially from
the results discussed in the forward-looking statements. Should one or more of
these uncertainties materialize or should the underlying assumptions prove
incorrect, actual results may vary from those expected. Given the
uncertainties surrounding forward-looking statements, you should not place
undue reliance on these statements.
For further information:
For further information: Brian D. Briggs, Senior Vice President-Finance
and Chief Financial Officer, email@example.com, (866) 712-7096,
www.cdifund.com, TSX Symbol - CDI.UN