/THIS PRESS RELEASE IS NOT FOR DISTRIBUTION TO ANY UNITED STATES NEWS
SERVICE OR OTHERWISE IN THE UNITED STATES./
HIGH RIVER, AB, April 2 /CNW/ - (TSX-WES, WES.PR.A, WES.PR.B) - Western
Financial Group Inc. ("the Company") is pleased to announce that it has
retained a syndicate of agents led by TD Securities Inc. to conduct a "best
efforts" private placement of up to $30 million of convertible unsecured
subordinated debentures (the "Debentures"). Net proceeds from the financing
will be used to increase ownership of certain strategic investments and for
general corporate purposes.
The Debentures, which are unsecured and subordinated to senior
indebtedness of the Company, will bear a coupon of 12%, payable semi-annually
in arrears, and will mature on June 30, 2014. The Debentures will be
convertible by the holder into common shares of the Company at a conversion
price of $3.00 per common share, subject to adjustment.
The private placement is expected to close on or about April 21, 2009.
Assuming the deal reaches its maximum size, together with the Company's
existing long term debt, we will increase debt to equity levels up to 35%,
which is in line with our stated long term targets. The Company has recently
completed a transaction to fix $30 million of its senior long term debt at
4.3% for five years. Therefore, successful completion of the maximum offering
will provide the Company with more than two-thirds of its long term debt at a
blended annual fixed rate of 8.15% for the next five years.
Western Financial Group is a leader in providing insurance, financial and
banking services to more than 500,000 individuals and businesses in over 100
communities across Western Canada through its WFG Agency Network locations,
affiliated insurance brokers, Western Life Assurance Company and Bank West.
The common shares of Western Financial Group are traded on the Toronto
Stock Exchange under the symbol "WES".
This press release contains information that constitutes "forward-looking
information" or "forward-looking statements" (collectively "forward-looking
information") within the meaning of applicable securities legislation. This
forward-looking information includes, among others, statements regarding: the
timing of completion of the private placement and the resulting expected debt
to equity ratio and blended interest rate on long term debt of the Company and
other expectations, beliefs, plans, goals, objectives, assumptions,
information and statements about possible future events.
This forward looking information is based on various assumptions,
including without limitation, the ability to complete the private placement
and the size of the private placement. Undue reliance should not be placed on
forward-looking information. Forward-looking information is based on current
expectations, estimates and projections that involve a number of risks which
could cause actual results to vary and in some instances to differ materially
from those anticipated by the Company and described in the forward-looking
information contained in this press release. The material risk factors
include, but are not limited to, uncertainties as to changes in capital
markets and the abilities of the parties to complete the transaction
Forward-looking information is based on the estimates and opinions of the
Company's management at the time the information is presented. The Company
assumes no obligation to update forward-looking information should
circumstances or management's estimates or opinions change, except as required
The Debentures have not been and will not be registered under the United
States Securities Act of 1933, as amended (the "U.S. Securities Act") or any
state securities laws and may not be offered or sold within the United States
unless registered under the U.S. Securities Act and applicable state
securities laws or unless an exemption from such registration is available.
For further information:
For further information: Western Financial Group, please visit
www.westernfinancialgroup.net, or contact: Jodi Greig, Investor Relations,
Western Financial Group, (403) 652-2663