CALGARY, Dec. 12, 2013 /CNW/ - Olympia Financial Group Inc. (TSX: OLY) (the "Corporation") announces that it has completed the sale of its transfer agency and corporate trust assets (the "CSS Sale Transaction") to Computershare Trust Company of Canada ("Computershare") for cash consideration of $43.0 million (the "Purchase Price"), subject to any post-closing adjustments, as described below. After paying certain executive management and board profit sharing entitlements and closing costs, the Corporation anticipates receiving after-tax net proceeds of approximately $29.6 million (assuming no post-closing adjustments are required). Pursuant to the agreement, the Purchase Price may be reduced post-closing by an amount up to $7.5 million in the event that net revenue lost from terminated client agreements exceeds net revenue gained from new business agreements during the one year period following the closing date (the "Net Revenue Adjustment"). The agreement also provides that $2.5 million will be held in escrow for a period of one year as security for any Net Revenue Adjustment, working capital adjustment or indemnification obligation of the Corporation in favour of Computershare required under the agreement.
Further, the Corporation announces that its Board of Directors has declared a one-time special cash dividend on its common shares of $10.00 per common share. The dividend will be payable on December 31, 2013 to shareholders of record as at December 27, 2013. Olympia's dividend reinvestment plan is suspended for the purposes of this special dividend, whereby the dividend reinvestment plan is not eligible for use by shareholders with respect to this special dividend. The Corporation designates the entire amount of this taxable dividend to be an "eligible dividend" for purposes of the Income Tax Act (Canada), as amended from time to time. Please contact your tax advisor if you have any questions with regards to the designation of the eligible dividend.
Given the completion of the CSS Sale Transaction and the special dividend being declared and paid to shareholders as contemplated above, the Board intends on changing the company's dividend policy whereby the regular quarterly dividend rate will be decreased to $0.65 per share on its common shares from the current rate of $0.70 per share, a decrease of 7.1%. Pursuant to the current dividend policy, Olympia pays regular quarterly dividends on its common shares on or about January 31, April 30, July 31 and October 31. As at the date hereof, Olympia has an aggregate of 2,486,552 common shares issued and outstanding.
Mr. Randy Gregory will serve as a consultant to Computershare going forward and has resigned, effective today, as the Corporation's Executive Vice-President; Vice President Corporate and Shareholder Services; and Secretary. Randy joined the Corporation in 2001 and was instrumental in its growth and success to date. Although Randy is no longer an officer of the Corporation, we are pleased to report that he will continue as a director.
Mr. Craig Skauge, the Business Development Manager for Olympia Trust Company's Registered Plans & TFSA Division for the past 10 years, has been appointed the Executive Vice President of the Corporation. Mr. Skauge is also the President, Chairman, and Founder of the National Exempt Market Association, a not for profit society formed as an advocacy, networking, and educational resource for participants in the exempt market.
Mr. Bilal Kabalan, the Chief Information Officer for the Corporation, has been appointed Vice-President Information Technology.
Mr. James Bell, General Counsel for the Corporation, has been appointed Corporate Secretary of the Corporation.
About Olympia Financial Group Inc.
Olympia Financial Group Inc. ("OFGI") conducts most of its operations through its wholly owned subsidiary Olympia Trust Company, a non-deposit taking trust company. Olympia Trust Company is licensed to conduct trust activities in Alberta, British Columbia, Saskatchewan, Manitoba, Quebec, Newfoundland and Labrador, Prince Edward Island, New Brunswick and Nova Scotia. Olympia Trust Company administers self-directed registered accounts and offers foreign currency exchange services. OFGI also offers private health services plans through its wholly-owned subsidiary Olympia Benefits Inc.
OFGI's common shares are listed on the Toronto Stock Exchange under the symbol "OLY".
SOURCE: Olympia Financial Group Inc.
For further information:
Olympia Financial Group Inc.
Rick Skauge, President and Chief Executive Officer
Gerhard Barnard, Vice-President, Finance and Chief Financial Officer