Tricon Shareholders Approve Proposed Take Private by Blackstone Real Estate
The Arrangement required the approval of: (i) at least two-thirds (66 2/3%) of the votes cast by Company Shareholders present or represented by proxy at the Meeting, voting as a single class; and (ii) because the proposed Arrangement is a “business combination” subject to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”), a simple majority (more than 50%) of the votes cast by Company Shareholders present or represented by proxy at the Meeting, excluding the votes of Blackstone and other Company Shareholders whose votes were required to be excluded pursuant to MI 61-101.
Of the votes cast at the Meeting with respect to the Arrangement, a total of 208,391,666 Common Shares were voted in favour of the special resolution approving the Arrangement, representing approximately 99.3% of the votes cast by Company Shareholders. In addition, a total of 173,887,643 Common Shares were voted in favour of the special resolution approving the Arrangement, representing approximately 99.2% of the votes cast by Company Shareholders, excluding those Common Shares required to be excluded pursuant to MI 61-101. The Company’s full report of voting results will be filed under the Company’s issuer profile at www.sedarplus.ca and on Form 6-K at https://www.sec.gov.
Tricon intends to seek a final order from the
Enclosed with the management information circular of the Company dated
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Forward-Looking Information
Certain statements contained in this news release may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking information is often, but not always, identified by the use of words such as "anticipate", "plan", "expect", "may", "will", "intend", "should", and similar expressions. This information involves known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information. Forward-looking information in this news release includes, but is not limited to, the following: statements with respect to the Final Order, the expected completion of the Transaction and the timing thereof, the satisfaction of the conditions to the closing of the Transaction including receipt of required court and regulatory approvals, the delisting of the Common Shares from the
Such forward-looking information and statements involve risks and uncertainties and are based on management’s current expectations, intentions and assumptions, including expectations and assumptions concerning receipt of required approvals and the satisfaction of other conditions to the completion of the Transaction. There can be no assurance that the proposed Transaction will be completed, or that it will be completed on the terms and conditions contemplated. Accordingly, although the Company believes that the expectations and assumptions on which the forward-looking information contained in this news release is based are reasonable, undue reliance should not be placed on the forward-looking information because Tricon can give no assurance that it will prove to be correct. Since forward-looking information addresses future events and conditions, by its very nature it involves inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to: the failure to obtain necessary approvals or satisfy (or obtain a waiver of) the conditions to closing the Transaction; the occurrence of any event, change or other circumstance that could give rise to the termination of the Transaction; material adverse changes in the business or affairs of Tricon; the parties’ ability to obtain requisite court and regulatory approvals; either party’s failure to consummate the Transaction when required or on the terms as originally negotiated; risks related to the disruption of management time from ongoing business operations due to the Transaction and possible difficulties in maintaining customer, supplier, key personnel and other strategic relationships; potential litigation relating to the Transaction, including the effects of any outcomes related thereto; the possibility of unexpected costs and liabilities related to the Transaction; competitive factors in the industries in which Tricon operates; interest rates, currency exchange rates, prevailing economic conditions; and other factors, many of which are beyond the control of Tricon. Additional factors and risks which may affect Tricon, its business and the achievement of the forward-looking statements contained herein are described in the “Risk Factors” section of the Circular as well as Tricon’s annual information form and Tricon’s management’s and discussion and analysis for the year ended
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EVP & Chief Financial Officer
Email: IR@triconresidential.com
Managing Director, Capital Markets
Tricon Media Contact:
Senior Vice President, Corporate and Public Affairs
Email: mediarelations@triconresidential.com
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