TSX: SRF
KELOWNA, BC, Sept. 5, 2013 /CNW/ - Sun-Rype Products Ltd. (TSX:SRF) ("Sun-Rype" or the "Company") announced today that Institutional Shareholder Services, Inc. ("ISS"), a leading independent proxy firm has recommended that Sun-Rype
shareholders vote FOR the arrangement agreement proposed by SRF
Acquisition Inc. ("SRF"), a wholly-owned subsidiary of Great Pacific Industries, Inc., a
significant shareholder of Sun-Rype. SRF will acquire all of the issued
and outstanding shares of Sun-Rype not held by SRF or the SRF
Affiliates. If the Arrangement is completed, each Shareholder other
than SRF, the SRF Affiliates and any dissenting shareholders will be
entitled to receive $7.50 for every Common Share held.
ISS summarized their recommendation as follows: "A vote FOR is warranted
based on a review of the terms of the transaction and, in particular,
the significant premium, the favorable market reaction and no
significantly noted governance concerns."
Sun-Rype has scheduled a special meeting of shareholders to be held on
September 24, 2013 at 10:00 a.m. Pacific Time where they will seek
shareholder approval of the Arrangement.
The Board of Directors of Sun-Rype UNANIMOUSLY recommends a vote IN
FAVOUR of the Resolution. Shareholders are encouraged to review the Management Information
Circular of Sun-Rype dated August 20, 2013, which provides a detailed
discussion of the Arrangement. A copy of the proxy circular is
available on the Company's website at www.sunrype.com or on SEDAR at www.sedar.com.
Subject to obtaining Court and all other required approvals as well as
the satisfaction of all other conditions precedent, if Shareholders
approve the Arrangement Resolution, it is anticipated that the Arrangement will be completed on or about September 30, 2013.
How to Vote
Due to essence of time, Shareholders are urged to vote today using the
methods below. The deadline for voting is September 20, 2013 at 10:00
a.m. Pacific Time. However, shareholders are urged to vote well in
advance to ensure their votes are received in a timely manner.
Registered Shareholders- Shareholders who have physical certificates
representing Sun-Rype shares may vote via the internet at https://proxy.valianttrust.com using the control number located on the Proxy or by fax at
604-681-3067.
Beneficial Shareholders- Shareholders who hold their shares through a
broker or other intermediary may vote via the internet at www.proxyvote.com or following the other instructions found on the voting instruction
form.
Shareholder Questions
Shareholders who have questions or need any additional information
should contact their professional advisors or you may contact Laurel
Hill Advisory Group, Sun-Rype's proxy solicitation agent, toll-free at
1-877-452-7184 (416-304-0211 collect) or by email at assistance@laurelhill.com.
About ISS
ISS is Canada's leading independent proxy advisory firm and the leading
authority on proxy voting and corporate governance issues in Canada
with over 1,700 clients. ISS has been providing advisory and voting
services to leading pension funds, investment managers, mutual funds
and other institutional shareholders since 1987.
Sun-Rype Products Ltd., based in Kelowna, BC, is a manufacturer and
marketer of fruit-based juices and snacks. Sun-Rype is a publicly
traded Canadian company with its common shares listed on the Toronto
Stock Exchange under the symbol SRF.
Forward Looking Statements
Statements contained in this press release, which are not based on
historical fact, including without limitation, statements containing
the words "may", "will", "plans", "intends", "expects", "anticipates",
"believes", "estimate", "continue" and similar expressions, constitute
"forward looking information" within the meaning of applicable Canadian
securities laws. Forward looking statements contained in this document
may involve, but are not limited to, statements relating to the
Company's objectives, priorities, strategies, actions, targets,
expectations and outlook. Forward looking statements are necessarily
based upon assumptions and predictions with respect to the future,
including but not limited to the factors referred to below. As a
result, forward looking statements are subject to known and unknown
risks, uncertainties and other factors that may cause the actual
results, events or developments to be materially different from any
future results, events or developments expressed or implied thereby.
These risks, uncertainties and other factors include, but are not
limited to, changes in the consumer packaged goods industry and
external market factors, as well as the factors referred to in the
Company's Annual Information Form dated March 6, 2013, and its other
filings with the applicable Canadian securities regulatory
authorities. In light of these uncertainties, assumptions and risks,
readers are cautioned not to place undue reliance on such forward
looking statements. Except as required by law, the Company assumes no
obligation to update or revise such information to reflect later events
or developments.
SOURCE: Sun-Rype Products Ltd.
