Brookfiesld sells more shares. Brookfield is selling shares and doing away with the non voting shares under the arrangement list below if I read this correctly. This is a good move for shareholders. it set the company up for a take over imho once all the dates and sales and what ever are completed. Here is the blurb from Stockwatch.
Western Forest holder arranges secondary bought deal
2013-09-19 16:31 ET - News Release
Mr. Brian Cairo reports
WESTERN FOREST PRODUCTS ANNOUNCES SECONDARY OFFERING BY BROOKFIELD SPECIAL SITUATIONS
Western Forest Products Inc. investor Brookfield Special Situations Management Ltd. has arranged a bought-deal secondary offering with a syndicate of underwriters led by Scotiabank, CIBC World Markets Inc. and Goldman Sachs Canada Inc., through which the wholly owned subsidiary of Brookfield Asset Management has agreed to sell 40 million units at an offering price of $1.45 per offered unit. Each offered unit will consist of one non-voting share of Western owned by Brookfield and one voting common share purchase warrant of the company. Each Offered Warrant will entitle the holder to acquire one voting common share of Western (a "Common Share") owned by Brookfield at a price of $1.60 until July 31, 2014. The Underwriters have been granted an over-allotment option, exercisable for a period of 30 days from the closing of the Offering, to purchase 6,000,000 additional Offered Units (the "Over-Allotment Units") at a price of $1.45 per Offered Unit under the same terms.
Brookfield currently holds 130,170,417 non-voting shares of Western, representing 100% of the issued and outstanding non-voting shares. The Offered Shares are convertible into Common Shares on the basis of one Common Share for one Offered Share, on the terms and conditions set out in the Company's Articles. Each Common Share of the Company entitles the holder to one vote on any resolutions at meetings of shareholders. On satisfaction of all conditions to closing of the Offering (or the over-allotment, as applicable), including compliance with the Company's Articles, all Offered Shares (and all non-voting shares comprised in the Over-Allotment Units, as applicable) shall be converted, on a one-for-one basis, into Common Shares, representing approximately 13% of the issued and outstanding Common Shares on a non-diluted basis after giving effect to the Offering but before the exercise of the over-allotment option.
Following completion of the Offering, it is intended that 39,376,975 of the then remaining non-voting shares held by Brookfield shall be converted into Common Shares on a one-for-one basis (the "Post-Offering Conversion"), resulting in Brookfield holding 166,764,133 Common Shares, representing approximately 49% of the then issued and outstanding Common Shares of Western on a non-diluted basis. This will represent the same percentage of Common Shares that Brookfield held prior to the Offering.
The Offered Units will be offered by way of a short form prospectus, to be filed by no later than October 2, 2013, in all of the provinces of Canada pursuant to National Instrument 44-101 Short Form Prospectus Distributions and in the United States pursuant to an exemption from the registration requirements of the United States Securities Act of 1933, as amended. Closing of the Offering is expected to occur on or before October 9, 2013 and is subject to certain conditions, including the approval of the Toronto Stock Exchange and the Canadian securities regulatory authorities.
The Post-Offering Conversion may be considered to be a "related party transaction" as such term is defined under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"), as the Company proposes to issue securities to Brookfield, a related party of the Company by virtue of its beneficial ownership of more than 10% of the voting shares of the Company. The Post-Offering Conversion would, however, be exempt from the valuation and minority approval requirements under MI 61-101 for related party transactions as the fair market value of the Common Shares issued in the Post-Offering Conversion would be less than 25% of the Company's market capitalization.
We seek Safe Harbor.
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are met.