TORONTO, ON–(Marketwired – June 22, 2016) – Timbercreek Mortgage Investment Corporation (TSX: TMC) (“TMIC“) and Timbercreek Senior Mortgage Investment Corporation (TSX: MTG) (“TSMIC“) are pleased to announce that earlier today, at their respective annual and special meetings, shareholders of both companies overwhelmingly voted in favour of the plan of arrangement (the “Arrangement“) to combine the two companies.
The Arrangement was approved by 99.4% of votes cast by TMIC shareholders and by 99.51% of votes cast by TSMIC shareholders. In addition, the proposed transactions relating to the management agreements of TMIC, TSMIC and the combined company (the “Management Agreement Transactions“) were approved by 98.86% of votes cast by all TMIC shareholders, and 99.51% of votes cast by all TSMIC shareholders. Additionally, the continuance of TSMIC into the Province of Ontario, a required step prior to amalgamation, was approved by 99.78% of votes cast by TSMIC shareholders.
All of the TMIC nominees listed in the joint management information circular prepared in connection with the TMIC and TSMIC shareholder meetings (the “Circular“) were elected as directors, and KPMG LLP, Chartered Professional Accountants, was re-appointed as the auditor of TMIC. All of the TSMIC nominees listed in the Circular were elected as directors, and KPMG LLP, Chartered Professional Accountants, was re-appointed as the auditor of TMIC.
A copy of the complete report of voting results for each of TMIC and TSMIC will be made available on SEDAR.
“We are very pleased with the overwhelming positive support for this transaction. Today’s voting results clearly reflect our shareholders support for our vision of creating a leading, non-bank, commercial real estate lending business,” states Andrew Jones, Chief Executive Officer of TMIC and TSMIC. “We will now turn our focus to executing on this vision and striving for long-term value enhancement for our investors.”
TMIC and TSMIC expect to obtain final court approval for the Arrangement on or about June 29, 2016. Subject to obtaining the final court approval and the remaining conditions to closing the Arrangement being satisfied, it is anticipated that the closing of the Arrangement will occur on or about June 30, 2016.
Further information about the Arrangement and Management Agreement Transactions is set out in the Circular, which is available on SEDAR under TMIC’s issuer profile and TSMIC’s issuer profile at www.sedar.com.
About TMIC and TSMIC
TMIC and TSMIC provide investors with an opportunity to invest in a diversified portfolio of mortgage and loan investments originated and underwritten by their manager, Timbercreek Asset Management Inc. TMIC and TSMIC focus on capital preservation and the generation of attractive, stable returns, allowing for the payment of monthly dividends to shareholders.
Disclaimers
This news release contains forward-looking statements about TMIC, TSMIC and the entity that will result from their combination. Forward-looking statements are typically identified by words such as “expect”, “is scheduled” ,”anticipate”, “believe”, “foresee”, “could”, “intend”, “plan”, “seek”, “strive”, “will”, “may”, “potential” and “should” and similar expressions concerning matters that are not historical facts. Some of the specific forward-looking statements in this news release include, but are not limited to, statements with respect to the completion of the Arrangement and the conditions and approvals required with respect thereto. TMIC and TSMIC have based these forward-looking statements on factors and assumptions about current conditions and expected future developments in relation to the proposed transactions and the proposed timing of the transaction and that all conditions precedent to completing the Arrangement will be met. There can be no assurance that the Arrangement will occur or that the anticipated strategic benefits and operational, competitive and cost synergies will be realized. The Arrangement is subject to various regulatory approvals and the fulfillment of certain other conditions, including shareholder approvals, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met. The Arrangement could be modified, restructured or terminated.
Readers are cautioned that the foregoing list of factors is not exhaustive. Other risks and uncertainties not presently known to TMIC, TSMIC and TAMI or that TMIC, TSMIC and TAMI presently believe are not material could also cause actual results or events to differ materially from those expressed in its forward-looking statements. Additional information on these and other factors that could affect the operations or financial results of TMIC or TSMIC are included in reports filed by TMIC and TSMIC with applicable securities regulatory authorities and may be accessed through the SEDAR website (www.sedar.com).
Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect TMIC’s, TSMIC’s and TAMI’s expectations only as of the date of this presentation. TMIC, TSMIC, TAMI and the combined entity disclaim any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
The information concerning each of TMIC and TSMIC contained in this press release has been provided by TMIC and TSMIC, as applicable. Although neither TMIC nor TSMIC has knowledge that would indicate that any of information about the other is untrue or incomplete, neither TMIC nor TSMIC assumes any responsibility for the accuracy or completeness of information about the other.
No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein. Neither the Toronto Stock Exchange nor its Regulation Services Provider (as that term is defined in policies of the Toronto Stock Exchange) accepts responsibility for the adequacy or accuracy of this release.
For further information:
Timbercreek Asset Management Inc.
Carrie Morris
Investor Relations
[email protected]
