CALGARY, AB, Sept. 18, 2020 /CNW/ – Stuart Olson Inc. (TSX: SOX) (“Stuart Olson” or the “Company”) today announced that it has obtained a final order from the Court of Queen’s Bench of Alberta approving the acquisition of Stuart Olson by Bird Construction Inc. (“Bird”) pursuant to an arrangement (the “Arrangement”) under the Business Corporations Act (Alberta), as previously announced on July 29, 2020.
Stuart Olson also announced today that the Arrangement was approved at each of the special meetings of the Company’s secured bank lenders (the “Lenders”), unsecured convertible debentureholders (the “Debentureholders”), and shareholders (the “Shareholders”) held on September 17, 2020.
At the special meeting of the Lenders, 100% of the votes cast by Lenders present in person or by proxy were voted in favour of the Arrangement.
At the special meeting of the Debentureholders, 100% of the votes cast by Debentureholders present in person or by proxy were voted in favour of the Arrangement.
At the special meeting of the Shareholders, the Arrangement was approved by 94.84% of the votes cast by Shareholders, and 93.44% of the votes cast by Shareholders excluding the votes required to be excluded for majority of the minority approval of the Arrangement pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions.
Details of the voting results for the special meetings are available on SEDAR at www.sedar.com.
Subject to remaining customary closing conditions being satisfied or waived, Stuart Olson expects the Arrangement to close on or about September 25, 2020.
Forward Looking Information
This news release contains forward-looking statements and information (“forward-looking statements”) within the meaning of applicable Canadian securities laws. The forward-looking statements contained in this news release are based on the expectations, estimates and projections of management of Stuart Olson as of the date of this news release unless otherwise stated. The use of any of the words “believe”, “expect”, “anticipate”, “contemplate”, “target”, “plan”, “intends”, “continue”, “may”, “will”, “should” and similar expressions are intended to identify forward-looking statements. More particularly and without limitation, this news release contains forward-looking statements concerning the timing for closing of the Arrangement.
Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Risks and uncertainties inherent in the nature of the Arrangement include the failure of Stuart Olson or Bird to satisfy the conditions to the Arrangement, in a timely manner, or at all. Failure of Stuart Olson or Bird to satisfy such conditions may result in the Arrangement not being completed on the expected date, on the proposed terms, or at all. In addition, the failure of Stuart Olson or Bird to comply with the terms of the Arrangement Agreement may result in Stuart Olson or Bird being required to pay a non-completion or other fee to the other party.
The forward-looking statements in this news release should not be interpreted as providing a full assessment or reflection of the unprecedented impacts of the recent COVID-19 pandemic and the resulting indirect global and regional economic impacts.
The forward-looking statements contained in this news release are made as of the date hereof and Stuart Olson undertakes no obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.
The TSX does not accept responsibility for the adequacy or accuracy of this news release.
About Stuart Olson
Stuart Olson Inc. (TSX: SOX) provides general contracting and electrical building systems contracting in the public and private construction markets as well as general contracting, electrical, mechanical and specialty trades, such as insulation, cladding and asbestos abatement, in the industrial construction and services market. The Company operates office locations and projects throughout Western Canada, Ontario and the territories. In 2020 Stuart Olson was recognized as one of Alberta’s Top Employers for the fourth consecutive year. www.stuartolson.com
SOURCE Stuart Olson Inc.
For further information: Richard Stone, Vice President, General Counsel and Corporate Secretary, Stuart Olson Inc., (403) 685-7777, Email: email@example.com