Clarke Inc.
TSX : CKI
TSX : CKI.DB
TSX : CKI.DB.A

Clarke Inc.
Art In Motion Income Fund
TSX : AIM.UN

Art In Motion Income Fund

September 24, 2008 20:21 ET

Clarke Takes Up and Pays for Tendered Units of Art In Motion

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Sept. 24, 2008) - Clarke Inc. (TSX:CKI)(TSX:CKI.DB)(TSX:CKI.DB.A) ("Clarke") and Art in Motion Income Fund (TSX:AIM.UN) ("AIM" or the "Fund") announced today that Clarke has taken up and paid for the 3,613,092 units ("Units") of AIM deposited under Clarke's offer dated August 14, 2008 for all of the outstanding Units of AIM at a price of $0.75 in cash per Unit (the "Offer"). Together with the 3,761,605 Units already owned, directly or indirectly, by Clarke, Clarke now owns approximately 91.8% of the issued and outstanding Units. The number of Units taken up and paid for by Clarke (3,613,092 Units) is higher than the number previously reported in the joint press release of Clarke and AIM published on September 23, 2008 (2,840,115 Units) due to an error in the final report received from the depositary, which report was corrected today. The report initially understated the number of Units tendered to the Offer. All 3,613,092 Units were properly deposited prior to the expiry of the Offer.

Clarke intends to acquire the remaining Units held by non-tendering unitholders pursuant to a Compulsory Acquisition or Subsequent Acquisition Transaction as described in Clarke's take-over bid circular.

As a result of the compulsory acquisition, AIM will be wholly-owned by Clarke. Accordingly, AIM will be making application to have the Units delisted from the Toronto Stock Exchange and will be taking steps to give notice and obtain appropriate orders to permit it to cease being a reporting issuer under Canadian securities legislation.

About the Fund

The Fund is an unincorporated, open-ended limited purpose trust established under the laws of British Columbia to hold, indirectly, the securities of Art In Motion Limited Partnership. Art In Motion is a leading global publisher, framer and licensor of images and fine-art reproductions. Art In Motion designs, manufactures and markets fine-art reproductions based on proprietary artwork.

About Clarke

Halifax-based Clarke Inc., led by an entrepreneurial team of investment professionals, is an activist and catalyst investment company that creates shareholder value by identifying businesses with the potential for improved performance, and working actively to uncover the value.

Clarke's securities trade on the Toronto Stock Exchange (CKI, CKI.DB, CKI.DB.A); for more information about Clarke Inc., please visit our website at www.clarkeinc.com.

Forward-Looking Statements

Certain passages in this news release may contain forward-looking statements about future operations, financial results, objectives and strategies of Clarke or the Fund. Forward-looking statements are typically identified by the words "believe", "expect", "anticipate", "intend", "estimate", and similar expressions. These statements are necessarily based on estimates and assumptions that are inherently subject to risks and uncertainties, many of which are beyond Clarke's or the Fund's control.

Actual results may differ materially from expected results if known or unknown risks affect the business, or if estimates or assumptions used in the preparation of the consolidated financial statements and information and analysis in this news release turn out to be inaccurate. As a result, there can be no guarantee that any forward-looking statement will materialize.

Management disclaims any intention, and assumes no obligation, to update any forward-looking statement, even if new information becomes available, as a result of future events or for any other reason. Readers are urged to consider these and other such factors carefully, and not place undue emphasis on Clarke's or the Fund's forward-looking statements.

Further information can be found in the disclosure documents filed by Clarke and the Fund with the securities regulatory authorities, available at www.sedar.com.

Contact Information

  • Art In Motion Income Fund - Investor information
    Allan Achtemichuk
    Chief Executive Officer
    1-877-AIM-3233 (1-877-246-3233)
    Website: www.aimincomefund.com
    or
    Clarke Inc.
    Melinda Lee
    Vice President Investments
    (902) 442-3420
    (902) 423-4001 (FAX)
    Website: www.clarkeinc.com