C.A. Bancorp Inc.

C.A. Bancorp Inc.

April 24, 2007 15:36 ET

C.A. Bancorp Inc. (TSX-V:BKP) Receives Shareholder Approval for Share Consolidation

TORONTO, ONTARIO--(CCNMatthews - April 24, 2007) - C.A. Bancorp Inc. (the "Company" or "CA Bancorp") (TSX VENTURE:BKP) is pleased to announce that shareholders have approved a 10 for 1 share consolidation ("Consolidation") of its common shares at the annual and special meeting of shareholders held April 19, 2007.

Consolidation 10 to 1

For every 10 pre-Consolidation common shares, shareholders of the Company will receive one post-Consolidation common share. No fractional shares will be issued. In the event that the Consolidation would result in a holder of common shares otherwise becoming entitled to a fraction of a common share, such fraction of a common share shall be rounded up to the next whole common share. The Company currently has 141,741,703 shares outstanding. Subsequent to the Consolidation, the Company will have approximately 14,174,170 shares outstanding.

Reasons for Consolidation

The Company believes that the Consolidation will make the shares outstanding more attractive, reduce shareholder transaction costs and improve trading liquidity.

Assets Under Management

CA Bancorp earns fees from over $95 million in assets consisting of approximately $55 million in Sentry Select Total Strategy Fund and approximately $40 million in Charter Realty Holdings Ltd.

Market Capitalization

As of April 23, 2007, CA Bancorp had a market capitalization of $60.9 million, based on a closing price of $0.43 per share.

Asset Management

C.A. Bancorp's direct investing activities are focused in the mid-cap private and public markets with emphasis on:

- Industrials (manufacturing, distribution and service sectors)

- Real estate (specialized, industrial, commercial, hospitality, healthcare and retail)

- Infrastructure (power generation, transportation, rail, and utilities)

- Financial services (asset managers and investment counselors)

Achievements to date

C.A. Bancorp has created cash flow and capital gains through a series of investments and management contracts:

Public Market Investing

- Portfolio of investments consisting primarily of high-yielding income trusts, with a market value of approximately $25 million currently yielding over 9 % on cost

- Highlighted investment gains include: Norcast Income Fund, KCP Income Fund, and Amtelecom Income Fund, which have collectively provided approximate realized and unrealized nominal returns (not including distributions) to date of over 20%, resulting mainly from merger/acquisition activity

Charter Realty Holdings Ltd. (TSX VENTURE:CRH)

- Invested $2.4 million (57% ownership); total market value as of April 23, 2007 of $7.56 million - unrealized gain of $5.16 million (initially invested at an average of $0.20 per share - currently trading at $0.63 per share)

- Provided a $10 million credit facility with a 12% coupon payable to CA Bancorp for property acquisitions. $4.5 million has been advanced for the $38 million acquisition of Mega Centre Cote-Vertu in Quebec

- CA Bancorp is receiving an income stream for provision of management services

Sentry Select Total Strategy Fund (the "Fund" TSX:TSF.UN)

- CA Bancorp is the manager of the Fund and Sentry Select Capital Corp is its sub-advisor. The net asset value of the Fund has grown by approximately12.1% to $57.6 million since September 2006

- Generating gross management fees of $550,000 per year

Private Equity

- Actively bid for three private companies in the manufacturing and financial service sectors

- Continuing to experience significant proprietary deal flow of private companies

Near-term strategy

The Company continues to experience significant proprietary private company investment deal flow and continues to seek positions in both private and public entities of interest to CA Bancorp.

The Company continues to pursue catalyst/activist transactions in both private and public companies that are under-valued, with the goal of working with the companies' board of directors and/or senior management to effect change and create value, or to facilitate going-private transactions.

Near-term strategy

The Company continues to pursue ownership or buy-out opportunities, joint venture partnerships and seed new funds to be managed by it. The Company has recently commenced marketing of an offering memorandum for its MidCap Event I Fund, which is expected to close in late 2007.

C.A. Bancorp Inc.

C.A. Bancorp Inc., a Toronto-based merchant bank and alternative asset investment manager, is involved in transactions with both private and public companies across a range of industries, predominantly in Canada, with a specific focus on mid-market investments in industrial, real estate, infrastructure and financial services. C.A. Bancorp conducts its business through two areas of focus: direct investing, and asset management for the institutional, high-net-worth and retail markets.

Charter Realty Holdings Ltd.

Charter Realty Holdings Ltd. is focused on acquiring a portfolio of retail and mixed-use retail real estate comprised of stable cash flow and value-add properties from both primary and secondary markets throughout Canada, with the principal goal of generating a reliable and growing yield for its investors. The Company owns four commercial real estate properties located in Ontario and Quebec.

Sentry Select Capital Corp.

Sentry Select Capital Corp. provides management and administrative services to C.A. Bancorp. Sentry Select is a Canadian wealth management company who manages approximately $8 billion in gross assets as of March 31, 2007. The company offers a diverse range of investment products including closed-end trusts, mutual funds, principal-protected notes and flow-through limited partnerships, covering a variety of domestic and global mandates. With 35 reporting issuers, Sentry Select is the leading manager of entities listed on the Toronto Stock Exchange.

Special Note regarding forward looking statements

This news release contains or refers to certain forward-looking statements relating, but not limited, to the Company's expectations, intentions, plans and beliefs with respect to the Company's business strategy and estimated realizable values, yields and returns on the Company's investments and the possible consequences of the consolidation. Forward-looking statements can often be identified by forward-looking words such as "believe", "plan", "estimate", "pursue", "may" and "will" or similar words suggesting future outcomes, or other expectations, beliefs, plans, objectives, assumptions, intentions or statements about future events or performance. Forward looking statements are not historical facts but reflect the Company's current expectations regarding future results or events. Forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results to differ materially from those suggested by the forward-looking statements.

For example, the Company may have difficulty in effecting its business plan and strategy due to various reasons, including, without limitation, matters concerning the business, operations and performance of the issuers in which the Company invests, and estimated realized values and/or returns on the Company's investments generally will depend upon the Company's ability to liquidate its positions in such investments at estimated and/or expected levels and prices. Readers are cautioned not to place undue reliance on forward-looking information. By its nature, forward-looking information involves numerous assumptions, inherent risks and uncertainties, both general and specific, that contribute to the possibility that the predictions, forecasts, projections and various future events will not occur. The cautionary statements qualify all forward-looking statements attributable to the Company and persons acting on its behalf and speak only as at the date of this news release. The Company undertakes no obligation to update publicly or otherwise revise any forward-looking statement or information whether as a result of new information, future events or other such factors which affect this information, except as required by law.

The Exchange Tower
130 King Street West
Suite 2805, P.O. Box 104
Toronto, Ontario M5X 1A4
Telephone: (416) 214-5985
Fax: (416) 364-2398

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.

Contact Information

  • C.A. Bancorp Inc.
    Mark Gardhouse
    C.A. Bancorp Inc.
    Paolo De Luca
    Chief Financial Officer
    (416) 364-2398 (FAX)
    Email: info@cabancorp.com
    Website: www.cabancorp.com