TORONTO, May 30, 2013 /CNW/ - Xceed Mortgage Corporation (TSX: XMC) ("Xceed" or the "Company") is pleased to announce that, at the Company's annual and special meeting of shareholders held today (the "AGM"), shareholders approved by special resolution the plan of arrangement (the "Arrangement") pursuant to which MCAN Mortgage Corporation ("MCAN") will acquire all of the issued and outstanding common shares of Xceed, as previously announced on March 26, 2013. The Arrangement was approved by shareholders with 23,160,779 common shares voted in favour of the Arrangement (representing approximately 99.979% of the voted shares).
As disclosed in the Company's management proxy circular dated April 23, 2013 (the "Circular") and sent to shareholders in connection with the AGM, the Company obtained an interim order from the Ontario Superior Court of Justice (Commercial List) (the "Court") regarding the Arrangement on April 19, 2013. The Company will seek the final order from the Court to approve the Arrangement on June 5, 2013. If the Arrangement is approved by the Court and all of the conditions precedent to the Arrangement are satisfied or waived, Xceed expects that the Arrangement will be completed on or before July 4, 2013.
Additional information relating to the Arrangement may be found in the press release issued by the Company on March 26, 2013 and the Circular which is posted under Xceed's profile on SEDAR at www.sedar.com.
Additional Matters Approved at the AGM
In addition to approving the Arrangement, shareholders of the Company also approved the other matters submitted by management of the Company to shareholders, namely, the re-appointment of the Company's auditors and the election of directors. All of the nominees of management were elected as directors of the Company, with the results being as follows:
| Name |
|
Votes For |
|
% For |
|
Votes
Withheld |
|
% Withheld |
| Ivan S. Wahl |
|
23,520,592 |
|
99 |
|
26,600 |
|
1 |
| Michael Jones |
|
23,520,192 |
|
99 |
|
27,000 |
|
1 |
| Dr. William Mulvihill |
|
23,519,192 |
|
99 |
|
28,000 |
|
1 |
| Thomas R. Alton |
|
23,519,592 |
|
99 |
|
27,400 |
|
1 |
| W. James Taylor |
|
23,521,192 |
|
99 |
|
26,000 |
|
1 |
| Jordan Kupinsky |
|
23,520,592 |
|
99 |
|
26,600 |
|
1 |
About Xceed Mortgage
Xceed Mortgage Corporation, based in Toronto, is a Canadian provider of residential mortgages that it originates in Canada. The Company has approximately $0.8 billion of mortgages under administration. The Company's shares are traded on the Toronto Stock Exchange ("TSX") under the symbol XMC. To find out more about Xceed Mortgage Corporation, visit our website at www.xceedmortgage.com.
Forward-Looking Statements
Forward-looking statements in this document are based on current expectations that are subject to significant risks and uncertainties. Actual results might differ materially due to various factors such as the competitive nature of the mortgage industry, the ability of the Company to continue to execute its growth and development strategy, and the reliance of the Company on key personnel. The Company and the Company's management assume no obligation to update these forward-looking statements, or to update the reasons why actual results could differ from those reflected in these. Additional information identifying risks and uncertainties is contained in the Company's regulatory filings available on its website and at www.sedar.com.
About MCAN Mortgage Corporation
MCAN is a public company listed on the TSX under the symbol MKP and is a reporting issuer in all provinces and territories in Canada. MCAN also qualifies as a mortgage investment corporation ("MIC") under the Income Tax Act (Canada) (the "Tax Act"). MCAN's primary objective is to generate a reliable stream of income by investing its corporate funds in a portfolio of mortgages (including single family residential, residential construction, non-residential construction and commercial loans), as well as other types of financial investments, loans and real estate investments. MCAN employs leverage by issuing term deposits eligible for Canada Deposit Insurance Corporation ("CDIC") deposit insurance up to a maximum of five times capital (on a non-consolidated tax basis) as permitted by the Tax Act. The term deposits are sourced through a network of independent financial agents. As a MIC, MCAN is entitled to deduct from income for tax purposes 100% of dividends, except for capital gains dividends, which are deducted at 50%. Such dividends are received by the shareholders as interest income and capital gains dividends, respectively. MCAN also participates in the Canada Mortgage Bonds program, and other securitizations of insured mortgages.
SOURCE: Xceed Mortgage Corporation
Michael Jones, President and Chief Executive Officer, and Jeff Bouganum, Chief Financial Officer will be available to respond to investor inquiries regarding this release.