- Stone-SIG Acquisition Limited (the “Offeror“), a wholly-owned subsidiary of Stone Investment Group Limited (“SIG” or the “Corporation“), has increased its cash offer for SIG’s debentures (the “Debentures“) to $800 per Debenture (the “Increased SIG Offer“).
- The financing of the Increased SIG Offer is fully committed.
- IC Capitalight has waived the low-bar minimum tender condition on its offer but has not waived its financing condition heading into the final day of its offer, leaving Debentureholders to be misled by a bold statement on the waiver of one condition in the face of woefully deficient disclosure on the most important condition on its offer. SIG views this as a clear indication that Capitalight’s primary objective is to gather sufficient Debentures to thwart the extension of the Debenture maturity date and cause default without full take-up.
- The Increased SIG Offer remains the only offer available to Debentureholders that is backed by fully-committed financing, which makes it the only offer that gives Debentureholders certainty of payment.
- IC Capitalight’s press release of December 20, 2021 deliberately misrepresents that the Letters of Transmittal delivered to the Offeror are revocable, intending to create confusion.
- Rather than hide from its important conditions, SIG declares that it is approaching 95% of its 7,293 Debenture threshold.
TORONTO, Dec. 21, 2021 (GLOBE NEWSWIRE) — Stone Investment Group Limited announces that the fully-funded, all-cash offer to purchase 7,293 Debentures made by the Offeror has been increased from $770 to $800 per Debenture, including any accrued and unpaid interest and all “Additional Interest” (as that term is defined in the Trust Indenture) in respect thereof.
Details of the Increased SIG Offer
Details of the Increased SIG Offer are set out in the offer document dated November 29, 2021 (the “Offer Document“) circulated in connection with the Offeror’s original cash offer, as modified by the press releases issued by the Corporation on December 15 and December 17. Aside from the increase in the offer price, all terms and conditions regarding the cash offer for Debentures remain the same. Debentureholders who have already submitted irrevocable Letters of Transmittal will receive the Increased SIG Offer price without any further action required from such Debentureholders. The Offer Document, the accompanying Letter of Transmittal and the press releases are available under the Corporation’s profile on SEDAR at www.sedar.com.
The Increased SIG Offer expires at 5 pm EST today (the “Expiry Time“).
Debentureholders who wish to participate and tender their Debentures to the Increased SIG Offer should immediately contact their advisor and direct them to complete SIG’s Letter of Transmittal and return it by email to Sintra Capital at [email protected] before the Expiry Time. Debentureholders who require a copy of the Letter of Transmittal can request it from Sintra Capital and it is also available under the Corporation’s profile on SEDAR at www.sedar.com.
About Stone Investment Group Limited
The Corporation is an independent wealth management company. The Corporation, through its wholly-owned subsidiary, Stone Asset Management Limited, structures and manages high quality investment products for Canadian investors.
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Disclaimer for Forward-Looking Information
This news release includes certain “forward-looking statements” under applicable Canadian securities legislation that are not historical facts. Forward-looking statements involve risks, uncertainties and other factors that could cause actual results, performance, prospects, and opportunities to differ materially from those expressed or implied by such forward-looking statements. Forward-looking statements in this news release include, but are not limited to, statements regarding: the Debentures, the Increased SIG Offer and the operations of the Corporation. Forward-looking statements are necessarily based on a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties and other factors that may cause actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic and social uncertainties; litigation, legislative, environmental and other judicial, regulatory, political and competitive developments and other risks outside of the Corporation’s control. Additional risk factors are included in the Company’s Management’s Discussion and Analysis, available under the Corporation’s profile on SEDAR at www.sedar.com. Although the Corporation believes that the assumptions and factors used in preparing the forward-looking statements are reasonable, undue reliance should not be placed on these statements, which only apply as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. Except as required by applicable laws, the Corporation disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.