2256479 Ontario Inc.

November 16, 2010 08:08 ET

2256479 Ontario Inc. Completes Compulsory Acquisition of Drive Products Income Fund

TORONTO, ONTARIO--(Marketwire - Nov. 15, 2010) - 2256479 Ontario Inc. (the "Offeror") announced today that it has acquired all of the trust units (the "Units") of Drive Products Income Fund (the "Fund") (TSX:DPI.UN) not deposited under its previously announced offer (the "Offer") to purchase all of the Units for $2.50 per Unit, other than any Units owned and/or controlled, directly or indirectly, by the Offeror, its affiliates, Gregory Edmonds, Chief Executive Officer of the Fund and Russell Bilyk, President of Drive Products, the operating partnership owned by the Fund (together, the "Insiders") and certain excluded parties (the "Excluded Parties"). The Offeror acquired 842,437 Units pursuant to the compulsory acquisition provisions of the Fund's amended and restated declaration of trust, representing approximately 12.2% of the outstanding Units.

Upon the mailing today of a notice of compulsory acquisition, all outstanding Units not tendered pursuant to the Offer were deemed to have been acquired by the Offeror on the same terms as the Units acquired under the Offer. Former holders of Units will receive $2.50 in cash per Unit. The Offeror now beneficially owns and controls 6,889,365 Units and 6,360,418 Class B limited partnership units of Drive Products Limited Partnership, representing 100% of the outstanding Units and 100% of the Fund's outstanding voting units.

It is expected that as of the close of markets on November 17, 2010, the Units will cease to be listed for trading on the Toronto Stock Exchange. The Offeror intends to cause the Fund to file with the applicable Canadian securities regulatory authorities the necessary documentation to cease to be a reporting issuer in all of the jurisdictions in which it is currently a reporting issuer.

Prior to the compulsory acquisition, all of the trustees of the Fund and Drive Products Commercial Trust resigned and were succeeded by nominees of the Offeror, and certain directors of Drive Products Inc. resigned.

About 2256479 Ontario Inc.

2256479 Ontario Inc. is a company controlled by Gregory Edmonds, Chief Executive Officer of the Fund and Russell Bilyk, President of Drive Products, the operating partnership owned by the Fund.

Cautionary Statement Regarding Forward-looking Information

This press release contains forward-looking information (as defined in the Securities Act (Ontario)) and forward-looking statements (as defined in the United States Securities Exchange Act of 1934) (collectively referred to herein as "forward-looking information" or "forward-looking statements"). Forward-looking statements include all statements that are predictive in nature or that depend on future events or conditions. Forward-looking information is typically identified by words such as "may", "will", "intend", "should", "expect", "believe", "plan", "anticipate", "estimate", "predict", "potential", "continue" or the negative of these terms or other similar terminology. All statements in this press release, other than statements of historical fact, are forward-looking statements. Specifically, this press release contains forward-looking statements regarding the expected date for the delisting of the Units from the Toronto Stock Exchange, and the Fund ceasing to be a reporting issuer. Forward-looking information should not be read as a guarantee of future performance or results. Investors should not rely unduly on forward-looking information as a number of factors could cause actual results to differ materially from the results discussed in the forward-looking information. Although the forward-looking information contained in this press release is based upon what management believes are reasonable assumptions, neither the Fund, Gregory Edmonds, Russell Bilyk nor the Offeror can assure investors that actual results will be consistent with results anticipated in such forward-looking information.

The forward-looking information is provided as of the date of this press release and none of the Fund, Gregory Edmonds, Russell Bilyk nor the Offeror assumes any obligation to update or revise the forward-looking information to reflect new events or circumstances except as required by applicable law.

Contact Information

  • Drive Products Income Fund
    Gregory Edmonds
    President
    905-795-3925
    greg.edmonds@driveproducts.com
    or
    2256479 Ontario Inc.
    1665 Shawson Drive
    Mississauga, ON L4W 1T7