BRAMPTON, ON, Dec. 18 /CNW/ - The Data Group Income Fund (the "Fund") (TSX: DGI.UN) announced today its Board of Trustees has adopted a unitholder rights plan (the "Rights Plan") designed to encourage the fair treatment of unitholders in connection with any transaction involving a change of control of the Fund. The Rights Plan addresses the Fund's concerns that existing Canadian legislation does not allow sufficient time, if a take-over bid is made, for either the board of trustees or the unitholders to properly consider a take-over bid, or for the board of trustees to seek alternatives to such a bid.
The Rights Plan has not been instituted in response to any specific proposal to acquire control of the Fund and the Fund is not aware of any such proposal.
The Rights Plan will provide the Board of Trustees of the Fund and the Fund's unitholders more time to fully consider any unsolicited take-over bid for the Fund. It will also allow more time for the Board of Trustees to pursue, if appropriate, other alternatives to maximize unitholder value. The Rights Plan is effective immediately and will continue in effect until the next annual meeting of unitholders, expected to be held in the spring of 2010. It is the Fund's intention to seek unitholder approval at the meeting to extend the Rights Plan for a three year period thereafter. The Toronto Stock Exchange has accepted notice of filing of the Rights Plan.
The rights issued under the Rights Plan become exercisable when a person, together with any party related to it, acquires or announces its intention to acquire 20% or more of the Fund's outstanding units and any other securities in the capital of the Fund entitled to vote generally in the election of trustees without complying with the "Permitted Bid" provisions of the Rights Plan or without approval of the Board of Trustees of the Fund. Should such an acquisition occur, rights holders, other than the acquiring person and related persons, can purchase units of the Fund at half the prevailing market price at the time the rights become exercisable.
Under the Rights Plan, a Permitted Bid is a bid that is made to all holders of the Fund's units (other than the offeror) for all units of the Fund held by them and that is open for acceptance for not less than 60 days. If, at the end of 60 days at least 50% of the outstanding units, other than those owned by the offeror and certain related parties have been tendered, the offeror may take up and pay for the units but must extend the bid for a further 10 days to allow other unitholders to tender.
The DATA Group Income Fund owns a 100% interest in The DATA Group Limited Partnership ("The DATA Group"). The DATA Group is a leading provider of document management solutions including printed products. Founded in 1959, the company operates numerous facilities in 11 regions across Canada and has a leading market share in the total document management services segment.
This press release contains forward-looking statements concerning the business, operations, and financial performance and condition of the Fund. A number of the matters discussed and statements made in this press release contain forward-looking statements reflecting current expectations regarding future events. When used in this press release, the words "may", "would", "could", "will", "expect", "anticipate", "estimate", "believe", "intend", "plan", and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such words. These forward-looking statements are based on current expectations and are subject to risks, uncertainties, and changes in circumstances beyond the Fund's control that may cause actual results to differ materially from those expressed or implied by such forward-looking statements. For a discussion of factors that may cause such differences refer to the Fund's publicly available disclosure documents as filed by the Fund on SEDAR (www.sedar.com). Actual results may differ materially from those expressed here. You should not place undue reliance on such forward-looking statements. Except as required by applicable securities laws, the Fund does not intend and does not assume any obligation to update these forward-looking statements.
SOURCE THE DATA GROUP INCOME FUND
For further information: For further information: Mr. David Odell, President and CEO, The DATA Group Limited Partnership, Tel: (905) 791-3151; Mr. Paul O'Shea, Chief Financial Officer, The DATA Group Limited Partnership, Tel: (905) 791-3151