Danier Leather Inc.

Danier Leather Inc.

November 29, 2012 08:00 ET

Danier Leather Announces Successful Completion of $10 Million Substantial Issuer Bid

TORONTO, ONTARIO--(Marketwire - Nov. 29, 2012) - Danier Leather Inc. (TSX:DL) ("Danier" or the "Corporation") announced today the final results of its "modified Dutch Auction" substantial issuer bid (the "Offer"), pursuant to which the Corporation offered to repurchase for cancellation up to Cdn$10 million in value of its subordinate voting shares (the "Shares") from shareholders for cash. The Offer expired at 7:00 p.m. (Toronto time) on November 28, 2012.

Shareholders had the opportunity under the Offer to tender Shares by electing an "auction tender" at a price of their choice between Cdn$12.55 and Cdn$13.30 per Share or, alternatively, by electing a "purchase price tender" at which they could sell their Shares at a purchase price determined by the Corporation pursuant to the Offer terms. At the expiry of the Offer, a total of 1,748,470 Shares were validly deposited and not withdrawn under the Offer. Pursuant to the terms of the Offer, the Corporation has determined the purchase price to be Cdn$12.70 per Share.

As the aggregate value of Shares deposited exceeds the Cdn$10 million maximum value of consideration payable by the Corporation under the Offer, the Corporation will repurchase for cancellation approximately 787,401 Shares, and a pro-ration factor of 0.9852 will apply to deposited Shares (except for odd lot deposits, which are not subject to pro-ration), such that shareholders who deposited Shares (other than odd lots) at or below the purchase price of Cdn$12.70 per Share will have approximately 98.52% of their deposited Shares repurchased for cancellation. The repurchased Shares represent approximately 23.01% of the total Shares issued and outstanding (on an undiluted basis) as of November 28, 2012 and, following the purchase and cancellation of these Shares, it is expected that approximately 2,635,172 Shares will remain issued and outstanding.

Payment and settlement of repurchased Shares will be effected on or about December 4, 2012 to registered shareholders by Computershare Investor Services Inc., the depositary under the Offer, in accordance with the settlement procedures described in the Corporation's offer to purchase and issuer bid circular dated October 23, 2012. Payment and settlement will be effected on or about December 5, 2012 to beneficial shareholders by CDS Clearing and Depository Services Inc. in accordance with their settlement procedures. Any Shares deposited but not purchased, including Shares invalidly deposited, will be returned promptly by the depositary to the depositing shareholder in accordance with such shareholder's instructions set out in the letter of transmittal (or, in the case of book-entry transfers, in accordance with the procedures established by CDS or DTC, as applicable).

The full details of the Offer are described in the Corporation's offer to purchase and issuer bid circular dated October 23, 2012, as well as the related letter of transmittal and notice of guaranteed delivery, copies of which are available on SEDAR at www.sedar.com.

The Corporation has determined that for the purposes of subsection 191(4) of the Income Tax Act (Canada), the "specified amount" in respect of each Share repurchased under the Offer will be Cdn$12.44 per Share, which was the closing trading price of the Shares on the Toronto Stock Exchange on November 28, 2012, the expiry date of the Offer.

The brief comments above on the Canadian tax implications of a sale of Shares under the Offer are provided as general information only, and are not intended to be, nor should they be considered to be, legal or tax advice to any particular shareholder. All shareholders are urged to consult their own tax and legal advisors as to the application of all relevant income tax laws to their particular circumstances.

About Danier

Danier Leather Inc. is a leading integrated designer, manufacturer, and retailer of high-quality leather and suede clothing and accessories. The Corporation's merchandise is marketed exclusively under the well-known Danier brand name and is available at its 90 shopping mall, street-front, and power centre stores. Corporations and other organizations can obtain Danier products for use as incentives and promotions for employees, suppliers and customers through Canada Sportswear Corp. For more information about the Corporation and our products, visit www.danier.com.

Forward-Looking Information

Note: This press release may contain forward-looking information and forward-looking statements which reflect the current view of Danier with respect to the Corporation's objectives, plans, goals, strategies, future growth, results of operations, financial and operating performance and business prospects and opportunities. Wherever used, the words "may", "will", "anticipate", "intend", "estimate", "expect", "plan", "believe" and similar expressions identify forward-looking statements and forward-looking information. Forward-looking statements and forward-looking information should not be read as guarantees of future events, performance or results, and will not necessarily be accurate indications of whether, or the times at which, such events, performance or results will be achieved. These forward-looking statements and information include, among others, statements with respect to our expectations regarding the actual number of Shares to be taken up and paid for in connection with the Offer as a result of pro-ration and odd lot tenders, as well as the timing of payment and settlement of the Shares, and the number of Shares expected to remain outstanding immediately following the Offer. All of the statements in this press release containing forward-looking statements or forward-looking information are qualified by these cautionary statements.

Forward-looking statements and forward-looking information are based on information available at the time they are made, underlying estimates and assumptions made by management and management's good faith belief with respect to future events, performance and results, and are subject to inherent risks and uncertainties surrounding future expectations generally. For additional information with respect to these and other risks or uncertainties, reference should be made to Danier's continuous disclosure materials filed from time to time with the Canadian Securities Regulatory Authorities, including the Corporation's most recent annual information form, quarterly and annual reports and financial statements, and supplementary information, and our offer to purchase and issuer bid circular dated October 23, 2012 with respect to the Offer, all of which are available on SEDAR at www.sedar.com and in the Investor Relations section of the Corporation's website at www.danier.com. Additional risks and uncertainties not presently known to the Corporation or that Danier currently believes to be less significant may also adversely affect the Corporation. Danier disclaims any intention or obligation to update or revise any forward-looking information or forward-looking statements, whether as a result of new information, future events or otherwise, except as required under applicable securities laws.

Contact Information

  • Investor Relations Contact: Danier Leather Inc.
    Jeffrey Wortsman
    President and Chief Executive Officer
    (416) 762-8175 ext. 302
    (416) 762-7408 (FAX)

    Danier Leather Inc.
    Bryan Tatoff
    Senior Vice-President, Chief Financial Officer & Secretary
    (416) 762-8175 ext. 328
    (416) 762-7408 (FAX)