Independent committee of the general partner of Public Storage Canadian Properties announces its unanimous support for the offer
TORONTO, May 20 /CNW/ - Public Storage Canadian Properties (the "Partnership") and PS Canada Company ULC ("PS Canada"), a company indirectly controlled by B. Wayne Hughes and Tamara L. Gustavson, announced today an update regarding the proposed offer by PS Canada (the "Offer") to acquire all of the units (the "Units") of the Partnership not already owned by PS Canada or its affiliates. PS Canada and its affiliates currently hold 5,129,717 Units, representing approximately 56.7% of the outstanding Units.
Following discussions and negotiations with the Independent Committee of the board of directors of Canadian Mini-Warehouse Properties Company, the general partner of the Partnership, on a variety of matters, including the terms and conditions of the Proposed Offer and the offer price, PS Canada has determined to increase the Offer price from $17.00 cash per Unit to $20.00 in cash per Unit.
The Independent Committee of the Board of Directors of Public Storage Canadian Properties has unanimously determined to recommend that the Unitholders accept and tender their Units to the amended Offer. In addition, the Independent Committee has been advised by Blair Franklin Capital Partners Inc., its independent financial advisor, that the consideration under the amended Offer is fair, from a financial point of view, to minority Unitholders.
The amended Offer price represents a premium of $6.00 or nearly 43% to the closing price of the Units on the Toronto Stock Exchange on May 4, 2010, the date of the announcement of PS Canada's intention to make the original Offer. The amended Offer will present Unitholders with liquidity for their investment and the opportunity to realize immediate fair value for their Units at a price which is substantially in excess of the prevailing market price.
The original Offer has not yet been mailed to Unitholders. The terms and conditions of the amended Offer will be described in a formal offer and take-over bid circular which is expected to be sent to Unitholders and filed with the Canadian securities regulatory authorities within the next two weeks, together with a directors' circular containing the unanimous recommendation of the Independent Committee. The amended Offer will be open for acceptance for at least 35 days and will be subject to customary conditions, including the deposit of at least a majority of the Units held by minority Unitholders. The amended Offer will provide that Unitholders will receive the $0.225 distribution per Unit previously announced by the Partnership on May 5, 2010 and payable on June 30, 2010. The amended Offer will also provide that if the amended Offer is successful, no further distributions will be made to tendering Unitholders.
The Partnership is a publicly held limited partnership that invests in self-storage facilities. More information about the Partnership is available on the Internet. The Partnership's main website is www.publicstoragecanada.com. The Partnership's investor website is www.pscinvestor.com.
This press release does not constitute an offer to purchase any securities. The offer will be made only pursuant to the offer and take-over bid circular that PS Canada will distribute to Unitholders and file with Canadian securities authorities. Unitholders are urged to read the offer and take-over bid circular when they become available because they will contain important information, including the various terms of, and conditions to, the offer. Unitholders may obtain a free copy of the offer and take-over bid circular and related documents filed with the Canadian securities authorities when they become available at www.sedar.com.
SOURCE PUBLIC STORAGE CANADIAN PROPERTIES
For further information: For further information: PS Canada Company ULC, David Singelyn, (877) 774-5730; Public Storage Canadian Properties, William Ardell, (416) 777-4853