Holders of Over 51% Of Thirdcoast Limited Shares Now Supportive of the Proposed Parrish & Heimbecker, Limited Bid and have Committed to Tender to the Bid
WINNIPEG, March 30, 2012 /CNW/ - Parrish & Heimbecker, Limited ("P&H") announced today that additional Thirdcoast Limited ("Thirdcoast") shareholders have entered into lock-up agreements pursuant to which they have agreed to support P&H's proposed bid (the "Bid") to acquire all of the issued and outstanding Thirdcoast common shares not presently owned by it for C$115.00 per share, by committing to tender their shares to the Bid.
In total, when combined with the shares held by P&H, shareholders of Thirdcoast representing a total of over 51% of all outstanding Thirdcoast shares now support the P&H Bid. Accordingly, if the Bid is successfully completed, at least 51% of the outstanding shares of Thirdcoast will be owned by P&H.
In response to various inquiries related to P&H's intended plans for the business operations of Thirdcoast going forward in the event that the Bid is successful, William S. Parrish, President and CEO of P&H stated "We are very encouraged by the responses and support received to date in connection with our announcement of our intention to make the Bid. We wish to affirm that our intention is to continue the operation of Thirdcoast's grain handling facilities under the existing public house model in the event that P&H successfully acquires or controls Thirdcoast as a result of the Bid."
History of the Bid
On March 6, 2012, P&H announced its intention to make the Bid. The price of C$115.00 per Thirdcoast common share offered under the Bid represents a 53% premium to the bid price for Thirdcoast common shares of $75.00 as of January 31, 2012 (being the most recent data available before the March 6, 2012 announcement of the Bid) as set out on the Thirdcoast website at www.thirdcoast.ca/shareinfo. As an "insider" of Thirdcoast pursuant to applicable securities laws, an independent valuation of the Thirdcoast common shares is required before P&H's Bid circular containing full details of the Bid can be sent to Thirdcoast shareholders. The Bid circular must contain the valuation or a summary thereof. P&H has been advised by Thirdcoast that National Bank Financial has been selected as the independent valuator and that National Bank Financial has indicated that their timeline for completion of the valuation is five weeks.
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.
Percentages Used Herein
Percentages referenced herein are approximate and have been calculated based upon outstanding share data provided to P&H by Thirdcoast.
Winnipeg, Manitoba-based Parrish & Heimbecker, Limited is a 102 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.
This press release does not constitute an offer to buy or an invitation to sell, or the solicitation of an offer to buy or invitation to sell, any securities of Thirdcoast. Such an offer may only be made pursuant to an offer and takeover Bid circular filed with applicable securities regulatory authorities.
For further information:
contact Rob Bryson, Vice President, P&H Grain Group, at 905-821-9139 or by email at [email protected].