Home Capital Group mails circular for special meetingHas anyone on this board received the information circular -- they usually arrive within a few days of release. I have 1,500 shares and would like to unload them to use the money in some other stocks that are at an appealing price point.
2023-01-10 09:43 ET - News Release
Ms. Jill MacRae reports
HOME CAPITAL MAILS MANAGEMENT INFORMATION CIRCULAR FOR SPECIAL MEETING OF SHAREHOLDERS
Home Capital Group Inc. has mailed the management information circular and related materials for the special meeting of Home Capital shareholders to approve the previously announced plan of arrangement under the Business Corporations Act (Ontario), pursuant to which a wholly owned subsidiary of Smith Financial Corp. (SFC), a company controlled by Stephen Smith, has agreed to acquire the issued and outstanding common shares of Home Capital that SFC does not already own for $44 in cash per share, subject to increase in certain circumstances, all as more particularly described in the circular.
The meeting is scheduled to be held in a virtual-only format conducted through a live webcast platform at 10 a.m. Toronto time on Feb. 8, 2023. Home Capital shareholders of record as of the close of business on Jan. 6, 2023, are entitled to receive notice of and vote at the meeting.
The board of directors of Home Capital, after careful consideration and after receiving fairness opinions from each of BMO Capital Markets, TD Securities and Deloitte LLP and advice from its financial advisers and outside legal counsel and giving consideration to all relevant factors, has unanimously determined that the arrangement is in the best interests of Home Capital and that the consideration to be received by Home Capital shareholders (other than the purchaser and its affiliates) is fair to such holders. Accordingly, the board unanimously recommends that Home Capital shareholders vote in favour of the arrangement at the meeting.
On Jan. 6, 2023, the Ontario Superior Court of Justice (Commercial List) granted an interim order providing for the calling and holding of the meeting and certain other matters related to the meeting and the arrangement. A copy of the interim order is included in the circular.
The anticipated hearing date for the application for the final order of the court is Feb. 9, 2023. Subject to obtaining the required approval of Home Capital shareholders at the meeting, the final order and the satisfaction or waiver of the conditions to implementing the arrangement as set out in the arrangement agreement entered into among Home Capital, SFC and the purchaser on Nov. 20, 2022, the arrangement is anticipated to be completed mid-2023.
The circular provides important information on the arrangement and related matters, including voting procedures, how to attend the virtual meeting and instructions for Home Capital shareholders unable to attend the virtual meeting. Home Capital shareholders are urged to read the circular and its appendices carefully and in their entirety. The circular is available on SEDAR.
Home Capital shareholders who require assistance with the procedure for voting may contact Computershare Investor Services Inc. toll-free at 1-800-564-6253 (North America) or 1-514-982-7555 (outside North America), or by e-mail.
About Home Capital Group Inc.
Home Capital is a public company operating through its principal subsidiary, Home Trust Company. Home Trust Company is a federally regulated trust company offering residential and non-residential mortgage lending, securitization of residential mortgage products, consumer lending, and credit card services. In addition, Home Trust Company and its wholly owned subsidiary, Home Bank, offer deposits through brokers and financial planners and through a direct-to-consumer brand, Oaken Financial.
We seek Safe Harbor.