/NOT FOR DISTRIBUTION TO US NEWSWIRE SERVICES OR DESTINATION IN THE
MONTREAL and VANCOUVER, June 14, 2013 /CNW Telbec/ - Reference is made
to the offer dated April 5, 2013 (the "Offer") by ET Acquisition
Corporation (the "Offeror"), a new corporation indirectly owned or
controlled by funds managed by Kelso & Company ("Kelso"), as amended
and supplemented by the notice of extension dated May 10, 2013, to
purchase all of the issued and outstanding common shares ("Common
Shares") in the capital of EACOM Timber Corporation ("EACOM") at a
price of $0.38 per Common Share. As previously announced, the expiry
time for the Offer was 5:00 p.m. (Toronto time) on June 14, 2013.
Kelso and EACOM are pleased to jointly announce that all terms and
conditions of the Offer have been satisfied or waived, and that the
Offeror will take up and accept for payment 643,482,709 Common Shares
validly deposited under the Offer, representing approximately 95% of
the issued and outstanding Common Shares. EACOM shareholders who
deposited their Common Shares to the Offer will receive payment for
such Common Shares no later than three business days following the date
Following the take-up and acceptance for payment of 643,482,709 Common
Shares validly deposited under the Offer by the Offeror, Kelso and its
affiliates will now own and control 643,482,709 Common Shares or
approximately 95% of the issued and outstanding Common Shares in the
capital of EACOM.
The Offeror is entitled to nominate up to 9 directors to the board of
directors of EACOM (the "Board"). EACOM has received resignations from
each of Rick Collins, Jeremy Curnock Cook, Frank Giustra, Paul
Reynolds, the Honorable John D. Reynolds P.C. and Gilles Masson, which
the Board has accepted. Philip E. Berney, James J. Connors, George E.
Matelich, Matthew S. Edgerton and William C. Frayer have been appointed
by the Board to fill the vacancies created.
Kelso and EACOM also jointly announced that the Offeror has extended the
expiry date of the Offer to 12:01 a.m. (Toronto time) on June 25, 2013,
pursuant to a Notice of Extension dated June 14, 2013 (the "Notice of
Extension"), to allow shareholders of EACOM a further opportunity to
deposit their Common Shares pursuant to the Offer. The Notice of
Extension will be sent by the Offeror to EACOM shareholders.
This news release contains summary information only about the Offer.
Complete information about the Offer is contained in the Offer and the
related take-over bid circular (and other documents related to the
Offer, including the Notice of Extension), copies of which are
available at www.sedar.com.
EACOM Timber Corporation is a TSX-V listed company. The business
activities of EACOM consist of the manufacturing, marketing and
distribution of lumber, wood chips and woodbased value-added products,
and the management of forest resources. EACOM owns eight sawmills, all
located in Eastern Canada, and related tenures. The mills are Timmins,
Nairn Centre, Gogama, Elk Lake and Ear Falls in Ontario, and Val-d'Or,
Ste-Marie and Matagami in Quebec. The mills in Ear Falls, Ontario and
Ste-Marie, Quebec are currently idled. The mill in Timmins, which was
seriously damaged by fire in January 2012, is under reconstruction.
EACOM also owns a lumber remanufacturing facility in Val-d'Or, Quebec,
and a 50% interest in an "I" joist plant in Sault Ste-Marie, Ontario.
Kelso & Company is one of the oldest and most established firms
specializing in private equity. Since 1980, Kelso has invested in over
115 companies in a broad range of industry sectors with aggregate
initial capitalization at closing of over $40 billion. The firm is
currently investing its eighth investment partnership, Kelso Investment
Associates VIII, L.P., with $5.1 billion of committed capital. For
more information, please visit www.kelso.com.
The TSX Venture Exchange has neither approved nor disapproved the
content of this press release. All director and officer appointments
are subject to TSX Venture Exchange approval.
All statements in this news release that are not based on historical
facts are "forward-looking statements". In this news release, such
forward-looking statements include statements regarding the ability of
Kelso to complete the take-over bid, the anticipated benefits of the
take-over bid, the anticipated benefits to EACOM shareholders of the
take-over bid, the timing of the take-over bid and the anticipated
receipt of regulatory approvals for the take-over bid. While management
has based any forward-looking statements contained herein on its
current expectations, the information on which such expectations were
based may change. These forward-looking statements rely on a number of
assumptions concerning future events and are subject to a number of
risks, uncertainties and other factors, many of which are beyond our
control and could cause actual results to materially differ from such
statements. Such risks, uncertainties and other factors include, but
are not necessarily limited to, those set forth under "RISKS AND
UNCERTAINTIES" in the EACOM's current MD&A, and under "RISK FACTORS" in
EACOM's Filing Statement dated January 8, 2010.
Additional information relating to EACOM is available at www.eacom.ca and on SEDAR at www.sedar.com.
For further information:
Executive Vice-President and Chief Financial Officer
(514) 395-0375 ext. 259