MONTREAL, Aug. 14 /CNW/ - The Elman family, the controlling shareholder
of Medisys Health Group Income Fund (TSX: MHG.UN) ("Medisys" or the "Fund"),
today announced that it has delivered a written proposal to the Board of
Trustees of the Fund, through which the Fund would be taken private at a price
of $7.00 net per Unit, in cash. The Elman family and certain other management
unitholders currently, as a group, own beneficially, directly or indirectly,
approximately 35% of the Fund Units, and exercise approximately 72% of the
votes attached to all outstanding securities of Medisys Holding LP's general
partner (the Fund's subsidiary that controls Medisys' operating assets).
"Given the significant changes in the income trust environment, the
limited liquidity of the Fund's units, and the increasing costs of being a
public entity, we believe that the proposed transaction provides unitholders
with the best opportunity to realize immediate value," said Dr. Sheldon Elman,
Chairman and Chief Executive Officer of the Fund. "We have, moreover,
indicated to the Board that we would not support any other offer or type of
transaction other than our proposed transaction."
The proposed price of $7.00 in cash represents a 19.3% premium over the
weighted average closing price for the last 20 active trading days of the
Units on the TSX.
A circular regarding the privatization, through an acquisition vehicle
organized specifically for this purpose, with full details on the proposal
will be mailed over the next several weeks. The transaction would be subject
to unitholder and regulatory approvals, the finalization of definitive
agreements, and other conditions customary for a transaction of this type.
The Board of Trustees of the Fund has established a Special Committee of
independent trustees with the sole mandate of considering the proposed
transaction and to make recommendations to the Board in respect of the Elman
family proposal, as well as to supervise the preparation of a formal valuation
in connection with the proposed transaction, as required by Canadian
securities laws. Blair Franklin Capital Partners will undertake the formal
independent valuation on behalf of the Special Committee. Borden Ladner
Gervais LLP is acting as legal counsel to the Special Committee.
The Elman family's financial advisor with respect to the transaction is
Genuity Capital Markets, and its legal advisor is Torys LLP.
For further information:
For further information: Stuart M. Elman, President & Chief Financial
Officer, Medisys Health Group, Phone: (514) 499-2778, Email: