Metro Vancouver Properties Corp. announces proposed share consolidation and going private transaction
May 27 2024 - 8:00AM
Metro Vancouver Properties Corp. (“Metro Vancouver”), a
Vancouver-based real estate company announces that it is asking
shareholders to vote on a proposed going private transaction (the
“Transaction”).
The Transaction is being structured as a
consolidation of Metro Vancouver’s Class B Voting Common Shares
(the “Class B Shares”) with all Class B Shares being consolidated
on the basis of one post-consolidation Class B Share for each
1,941,489 pre-consolidation Class B Shares, without any entitlement
to receive fractional shares (including any beneficial
shareholder). In lieu of receiving a fractional share, minority
shareholders will be paid cash consideration of $0.36 per
pre-consolidation Class B share (with no amount payable to
registered shareholders who would be entitled to receive, net of
withholding taxes, less than $5). The Transaction will provide
liquidity for Metro Vancouver’s shareholders as the Class B Shares
are not currently listed on any stock exchange. As a result of the
consolidation, Metro Vancouver’s largest shareholder, Madison
Pacific Properties Inc., would become the holder of the sole
post-consolidation Class B Share.
The completion of the Transaction is subject to
the approval by a majority of the votes cast by holders of Metro
Vancouver’s Class B Shares, excluding the votes attached to the
shares of Madison Pacific Properties Inc. and its related parties
and any of their joint actors. Shareholder approval will be sought
at a special meeting scheduled to be held on June 27, 2024.
The board of directors of Metro Vancouver
appointed an independent committee (the “Special Committee”) to
evaluate the Transaction. The Special Committee subsequently
retained Evans & Evans, Inc. to provide a fairness opinion in
respect of the Transaction.
An information circular containing a copy of the
Fairness Opinion and setting forth a full description of the
Transaction including the specific factors considered by the
Special Committee, is being mailed to shareholders and will be
available on SEDAR+ at www.sedarplus.ca.
If the Transaction is approved, the effective
date of the consolidation is expected to occur in early July 2024.
Following the consolidation, Metro Vancouver intends to apply to
the securities regulatory authorities to cease to be a reporting
issuer.
For more information please contact:
Contact: |
Mr. John
Delucchi |
Ms. Bernice
Yip |
|
President & CEO |
Chief Financial Officer |
Telephone: |
(604) 732-6540 |
(604) 732-6540 |
|
|
|
Address: |
389 West 6th Avenue |
|
|
Vancouver, B.C. V5Y 1L1 |
|