Home Capital Group Inc. (“Home Capital”) (TSX: HCG) today announced the expiration of the go-shop period provided for in the arrangement agreement dated November 20, 2022 pursuant to which a wholly-owned subsidiary of Smith Financial Corporation (“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 $44.00 in cash per share, subject to increase in certain circumstances (the “Arrangement”).
During the go-shop period, Home Capital was permitted, with the assistance of its financial advisors, BMO Capital Markets and TD Securities, to actively solicit, evaluate and enter into negotiations with third parties that expressed an interest in acquiring Home Capital. During the go-shop period, 38 potential buyers were contacted. Three of the potential buyers entered into confidentiality agreements with Home Capital and were granted access to non-public information about Home Capital. Home Capital did not receive an acquisition proposal during the go-shop period.
Completion of the Arrangement is subject to obtaining the required approval of Home Capital shareholders, court approvals and the satisfaction or waiver of certain other conditions to implementing the Arrangement, including receipt of regulatory approvals under the Bank Act (Canada), Trust and Loan Companies Act (Canada) and the Competition Act (Canada).
Caution Regarding Forward Looking Statements
This press release contains forward-looking information within the meaning of applicable Canadian securities legislation, including relating to: whether, and when, the Arrangement will be consummated and the anticipated receipt of required regulatory approvals, including the timing thereof, and court and shareholder approval. Such forward-looking information necessarily involves known and unknown risks and uncertainties and assumptions. These risks, uncertainties and assumptions include, but are not limited to: the risk that the Arrangement will not be approved by Home Capital shareholders; failure to, in a timely manner, or at all, obtain the necessary court and required regulatory approvals for the Arrangement and other customary risks associated with transactions of this nature. Therefore, forward-looking information should be considered carefully and undue reliance should not be placed on such information. Please note that forward-looking information in this news release reflects management’s expectations as of the date hereof, and therefore is subject to change. Home Capital disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law. Please refer to Home Capital’s 2022 Third Quarter Report, available on Home Capital’s website at www.homecapital.com, and on SEDAR at www.sedar.com, for Home Capital’s Caution Regarding Forward-looking Statements.
About Home Capital
Home Capital is a public company, traded on the Toronto Stock Exchange (HCG), 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 via brokers and financial planners, and through a direct-to-consumer brand, Oaken Financial. Licensed to conduct business across Canada, we have offices in Ontario, Alberta, British Columbia, Nova Scotia, and Quebec.
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