MONTREAL, Nov. 1 /CNW Telbec/ - OCEANEX INCOME FUND ("Oceanex")
(TSX: OAX.UN) today confirms, for the 118th consecutive month, a cash
distribution of $0.0937 per trust unit for the month of October (the "October
Payment of the October Distribution will be made on November 15, 2007 to
Unitholders of record at the close of business on November 7, 2007.
With the October Distribution, Oceanex will have paid a total of
$1.1244 per trust unit during the previous 12-month period (November 2006
through October 2007) and $11.04 per trust unit since inception in January
This press release supplements the management information circular in
connection with the special meeting of November 2, 2007 as to the
establishment of the record date for the October Distribution.
Expiry of Go-Shop Period
Oceanex also confirms that the "go-shop" period under the purchase
agreement dated September 19, 2007 relating to the previously announced sale
of substantially all of Oceanex's assets to South Coast Partners Limited
Partnership (the "Proposed Transaction") has expired. Until October 29, 2007,
Oceanex was entitled to solicit proposals from third parties interested in
acquiring its units or assets, subject to a break fee of about $2.1 million
payable by Oceanex if a "superior proposal" received during the "go-shop"
period from another party was accepted. Oceanex is now only entitled to
respond to unsolicited proposals received from third parties and would be
required to pay a break fee of about $5.0 million in certain circumstances
including if a "superior proposal" were accepted from another party.
Proposed Transaction and Special Meeting
If the Proposed Transaction is approved by Unitholders and completed, all
of the assets of Oceanex will be acquired for proceeds equal to $19.00 per
outstanding unit thereof on a fully diluted basis. Such proceeds are expected
to be paid to the Unitholders of Oceanex by way of redemption and/or other
distribution in respect of the outstanding units of Oceanex. Subsequent to the
redemption of the units, Oceanex will be wound up.
On October 11, 2007, Oceanex mailed to Unitholders a management
information circular in connection with the special meeting of November 2,
2007, a copy of which is available on SEDAR (www.sedar.com). Such information
circular contains, among other things, the unanimous recommendation of the
board of directors of Oceanex Inc., as administrator of Oceanex, that
Unitholders vote in favour of the special resolution, the reasons for such
recommendation and other information relevant to Unitholders' decision as to
how they may vote.
Unitholders entitled to vote at the special meeting thereof must return
their voting instructions forms or forms of proxy to their nominees. All
voting instructions and proxies must be received by Computershare Investor
Services Inc., not later than 11:00 a.m. (Montreal time) on November 1, 2007
or, if the meeting is adjourned or postponed, 24 hours (excluding Saturdays,
Sundays and holidays) prior to the date of any adjourned or postponed meeting.
If Unitholders approve the Proposed Transaction, Oceanex will issue an
additional press release after the special meeting thereof to be held on
November 2, 2007 to confirm, inter alia, various matters in relation to the
closing of the Proposed Transaction, which is expected to occur on November 8,
including as to the payment to each Unitholders of the amount of $19.00 per
trust unit and the pro rata distribution of the Fund's normal distribution for
the period from the first day of November up to but excluding the date of
closing of the Proposed Transaction.
Oceanex is a Montreal based limited purpose trust that operates through
its wholly owned subsidiary, an intermodal transportation business in Canada.
Trust units of OCEANEX INCOME FUND are traded on the Toronto Stock Exchange
under the symbol "OAX.UN".
Learn more about us at the Oceanex website (oceanex.com).
Forward Looking Statements
Certain statements made in this release, including those concerning the
expected closing of the transaction referred to herein, are forward-looking
statements that involve risks and uncertainties, which may prevent expected
future results from being achieved. Such factors that could cause actual
results to differ materially from those expressed or implied by such
forward-looking statements include, among other things, with respect to the
proposed transaction, the final transaction costs, the satisfaction of the
condition to consummate the proposed transaction (including unitholder
approval), the occurrence of any event, change or other circumstances which
could give rise to the termination of the purchase agreement, dated September
19, 2007, among Oceanex, Oceanex Inc. and the Purchaser, the timing of
completion of the proposed transaction and the results of operations until the
closing of the proposed transaction. Such forward-looking statements should,
therefore, be construed in light of such factors. For those statements,
Oceanex claims the protection of the safe harbour for forward-looking
statements contained in applicable securities laws. Oceanex cautions that
actual future performance could be affected by a number of factors, including
the fact that the expected closing of the transaction referred to in this
release is subject to customary closing conditions, many of which are beyond
its control. Therefore, future events and results may vary substantially from
what Oceanex currently foresees. Additional information identifying risks and
uncertainties is contained in Oceanex's filings under applicable securities
laws. Due to the potential impact of these factors, Oceanex disclaims any
intention or obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise, unless
required by applicable law.
For further information:
For further information: Daniel Bélisle at (514) 875-9244 or, in respect
of the special meeting and voting thereat, D.F. King & Co., Inc. as
information agent, at 1-800-488-8075