Mosaic Capital Announces Closing of Plan of Arrangement
Calgary, Alberta--(Newsfile Corp. - August 5, 2021) - Mosaic Capital Corporation (TSXV: M) (TSXV: M.DB) ("Mosaic" or the "Company") announced today the closing of the previously announced plan of arrangement pursuant to which 2356430 Alberta Inc. (the "Purchaser") acquired all of the outstanding common shares of Mosaic (the "Common Shares") for $5.50 per share in cash and all of Mosaic's outstanding convertible unsecured subordinated debentures (the "Debentures") for consideration of $1,000 plus accrued and unpaid interest for each $1,000 principal amount, in an all-cash transaction valued at approximately $277.3 million including net debt.
The Common Shares and the Debentures will each be delisted from the TSX Venture Exchange (the "TSXV") effective as of the close of trading on August 5, 2021.
A copy of the Purchaser's early warning report will be filed on Mosaic's profile on SEDAR at www.sedar.com.
If you hold your Common Shares through a broker, investment dealer, bank, trust company or other intermediary, your Common Shares will automatically be exchanged for cash without further action on your part. If you are a holder of Debentures, your Debentures will automatically be exchanged for cash without any action on your part. Please contact your broker or other nominee through which you held your Common Shares or Debentures for further information and assistance.
ABOUT MOSAIC CAPITAL CORPORATION
Mosaic is a Canadian investment company that owns a portfolio of established businesses which span a diverse range of industries and geographies. Mosaic's strategy is to create long-term value for its shareholders through accretive acquisitions, long-term portfolio ownership, sustained cash flows and organic portfolio growth. Mosaic achieves its objectives by maintaining financial discipline, acquiring businesses at attractive valuations, performing extensive acquisition due diligence, utilizing optimal transaction structuring and working closely with subsidiary businesses after acquisition.
This news release contains forward-looking information and statements within the meaning of applicable Canadian securities laws (herein referred to as "forward-looking statements") that involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. All information and statements in this news release which are not statements of historical fact may be forward-looking statements. The words "believe", "expect", "intend", "estimate", "anticipate", "project", "scheduled", and similar expressions, as well as future or conditional verbs such as "will", "should", "would", and "could" often identify forward-looking statements. In particular, forward-looking statements in this news release include, but are not limited to: management's expectation that the Common Shares and the Debentures will each be delisted from the TSXV effective as of the close of trading on August 5, 2021. Such statements or information are only predictions and reflect the current beliefs of management with respect to future events and are based on information currently available to management. Actual results and events may differ materially from those contemplated by these forward-looking statements due to these statements being subject to a number of risks and uncertainties.
Undue reliance should not be placed on these forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are based will occur. By their nature forward-looking statements involve assumptions and known and unknown risks and uncertainties, both general and specific, that contribute to the possibility that the predictions and other forward-looking statements will not occur. Some of the assumptions made by Mosaic, upon which such forward-looking statements are based include, but are not limited to: the TSXV will delist each of the Common Shares and the Debentures effective as of the close of trading on August 5, 2021.
A number of factors could cause actual results to differ materially from those expressed or implied by the forward-looking statements. Should any of the risks or uncertainties facing Mosaic and its subsidiaries materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results, performance, activities or achievements could vary materially from those expressed or implied by any forward-looking statements contained in this news release. Additional information on risk factors that could affect the operations or financial results of Mosaic and its subsidiaries are included in Mosaic's annual information form for the year ended December 31, 2020, a copy of which is available under Mosaic's profile on SEDAR (www.sedar.com).
Although Mosaic believes that the expectations represented by any forward-looking statements contained herein are reasonable based on the information available to it on the date of this news release, management cannot assure investors that actual results, performance or achievements will be consistent with these forward-looking statements. Any forward-looking statements herein contained are made as of the date of this news release and Mosaic does not assume any obligation to update or revise them to reflect new information, events or circumstances, except as required by law.
FOR FURTHER INFORMATION PLEASE CONTACT:
Chief Financial Officer
Mosaic Capital Corporation
400, 2424 - 4th Street SW
Calgary, AB T2S 2T4
T: (403) 270-4663
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/92225