WINNIPEG, July 19, 2012 /CNW/ - Parrish & Heimbecker, Limited ("P&H") announces that as of 5:00 p.m. (Toronto time) today, its offer to
purchase (the "Offer") any and all of the issued and outstanding common shares ("Common Shares") of Thirdcoast Limited ("Thirdcoast") not owned by P&H at a price of $155.00 per share dated May 31, 2012,
as extended on July 5, 2012, has expired. At the expiry time, an
aggregate of approximately 211,647 Common Shares which, together with the Common Shares already owned by
P&H represents approximately 96% of the outstanding Common Shares, had
been deposited under the Offer. As all of the terms and conditions of
the Offer have been satisfied, P&H has taken-up and accepted for
payment all of the validly deposited Common Shares in accordance with
the terms of the Offer and will take-up the balance of the deposited
Common Shares when able to do so.
Following the take-up of the Common Shares validly deposited under the
Offer, P&H has beneficial ownership of 297,015 Common Shares. The
Common Shares taken-up by P&H under the Offer to date represent
approximately 68% of the outstanding Common Shares.
As the Offer has been accepted by holders of at least 90% of the issued
and outstanding Common Shares other than Common Shares held by P&H or
its affiliates or its associates, P&H intends to exercise its statutory
rights under the Business Corporations Act (Ontario) ("OBCA") to purchase the remaining Common Shares not already acquired pursuant
to the Offer by compulsory acquisition, which P&H intends to complete
within the permitted time set forth under the OBCA. A notice of
compulsory acquisition will be mailed to the remaining holders of
Full details of the Offer are set out in an offer to purchase and bid
circular and related documents, as filed with the applicable Canadian
securities regulators and available at www.sedar.com.
This release includes forward-looking statements regarding P&H,
Thirdcoast and their respective businesses. The forward looking events
and circumstances discussed in this release may not occur and actual
results could differ materially as a result of known and unknown risk
factors and uncertainties affecting P&H, Thirdcoast and their
respective businesses. No forward-looking statement can be guaranteed.
Forward-looking statements speak only as of the date on which they are
made and P&H does not undertake any obligation to publicly update or
revise any forward-looking statement, whether as a result of new
information, future events, or otherwise.
Winnipeg, Manitoba-based Parrish & Heimbecker, Limited is a 103 year old
privately held Canadian company with grain elevators, terminals and
flour mills across Canada. P&H has grown into a diversified, vertically
integrated company that is committed to agribusiness and the entire
agri-food industry. The P&H group of companies covers a wide spectrum
of the agribusiness sector, mirroring very closely the diverse face of
Canadian agriculture. P&H is actively growing and adapting to meet
changing demands of the consumer. For more information, visit http://www.parrishandheimbecker.com.
For further information:
Laurel Hill Advisory Group