Equity Financial Holdings Inc. Announces Shareholder Approval of Arrangement
Mon, 18 Dec 2017 16:03:00 -0500
/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAWS./
TORONTO, Dec. 18, 2017 /CNW/ - Equity Financial Holdings Inc. (TSX: EQI) ("Equity"), which offers residential mortgage loans through its wholly‐owned subsidiary, Equity Financial Trust Company ("Equity Trust"), today announced that holders of outstanding common shares in the capital of Equity (the "Shares" and each holder a "Shareholder") have overwhelmingly approved the previously announced plan of arrangement (as amended, the "Arrangement") whereby Smoothwater Capital Corporation ("Smoothwater") will acquire all of the issued and outstanding Shares at a price of $10.25 per Share, other than Shares already owned or controlled by Smoothwater, its officers, and by certain other shareholders who have agreed to remain as continuing shareholders.
Approximately 94.89% of the votes cast by Shareholders and approximately 87.04% of the votes cast by minority Shareholders, in each case present in person or by proxy, were in favour of the special resolution authorizing and approving the Arrangement. The Arrangement required the approval of at least 66 2/3% of the votes cast by Shareholders and, as the Arrangement will constitute a "business combination" for the purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions, also required the approval by at least a majority of the votes cast by minority Shareholders.
The hearing in respect of the final order of the Ontario Superior Court of Justice approving the Arrangement is scheduled to take place on December 20, 2017.
Assuming all conditions precedent to the completion of the Arrangement are satisfied or waived, Equity and Smoothwater expect the Arrangement to be completed on or about December 21, 2017.
Forward Looking Information
Certain portions of this press release as well as other public statements by Equity contain "forward-looking information" within the meaning of applicable Canadian securities legislation, which is also referred to as "forward-looking statements", which may not be based on historical fact. Wherever possible, words such as "will", "plans," "expects," "targets," "continues", "estimates," "scheduled," "anticipates," "believes," "intends," "may," "could," "would" or might, and the negative of such expressions or statements that certain actions, events or results "may," "could," "would," "might" or "will" be taken, occur or be achieved, have been used to identify forward looking information. Such forward-looking statements include, without limitation, the timing of the hearing in respect of the final order and the completion of the Arrangement. Forward looking statements should not be read as guarantees of future events, future performance or results, and will not necessarily be accurate indicators of the times at, or by which, such events, performance or results will be achieved, if achieved at all.
Forward-looking statements reflect Equity's current views with respect to future events and are subject to a number of risks and uncertainties. Actual results may differ materially from results contemplated by the forward-looking statements. Readers should not place undue reliance on such forward-looking statements, as they reflect Equity's current views with respect to future events and are subject to risks and uncertainties and are necessarily based upon a number of estimates and assumptions that, while considered reasonable by Equity, are inherently subject to significant business, economic, regulatory, competitive, political and social uncertainties and contingencies. Many factors could cause Equity's actual results, performance or achievements to be materially different from any future results, performance, or achievements that may be expressed or implied by such forward-looking statements, including among others, the hearing in respect of the final order not being held at the anticipated time and the Arrangement not being completed as expected. The Corporation disclaims any intent or obligation to update or revise publicly any forward-looking statements whether as a result of new information, estimates, future events or results, or otherwise, unless required to do so by applicable laws. The forward looking statements contained herein are expressly qualified in their entirety by this cautionary statement.
About Equity Financial Holdings Inc.
Equity is a financial services company operating through its wholly‐owned subsidiary, Equity Trust, a federally regulated deposit‐taking trust company. Equity Trust serves the Canadian mortgage market by offering residential first mortgage loans to non‐prime and near‐prime customers who do not meet the conventional underwriting standards of the major Canadian banks. Learn more at www.equityfinancialtrust.com.
SOURCE Equity Financial Holdings Inc.