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 Common Shares.
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