EnerCare Inc.

EnerCare Inc.

April 12, 2012 07:55 ET

EnerCare Questions Octavian Nominees' Effectiveness and Independence

Shareholders Should Vote BLUE Proxy Today to Protect the Dividend

TORONTO, ONTARIO--(Marketwire - April 12, 2012) - EnerCare Inc. (TSX:ECI) ("EnerCare") today challenged the effectiveness and independence of the four director nominees proposed by a dissident shareholder.

"Octavian Advisors, LP has a pre-conceived agenda and its interests are not aligned with the vast majority of other shareholders", said Jim Pantelidis, EnerCare's chairman. "We believe that the four nominees put forward by Octavian are ill-suited to EnerCare's business and our future plans. The four dissident nominees do not appear to have any specific skills or experience not already represented on EnerCare's board, other than the fact that they were handpicked by Octavian."

EnerCare urges shareholders to vote their BLUE proxies in favour of the eight qualified and experienced directors nominated by management at the annual and special meeting, to be held on April 30, 2012.

The independence of Octavian's nominees is also open to question. For example, buried in Octavian's circular, Octavian discloses that it is paying each nominee, other than Mr. Hurowitz, a fee of $50,000 in connection with the dissident action against EnerCare. In addition, Octavian twice rejected EnerCare's good-faith invitations to include Octavian's nominees in EnerCare's board renewal process.

EnerCare's eight director nominees, by contrast, have a strong record of delivering results for all shareholders and maintain a high standard of good corporate governance:

  • The directors have led the company to a total return which has exceeded the S&P/TSX Composite Index over the past one-, two- and five-year periods1.

  • The board has successfully led a long-term strategy to protect monthly dividends while providing steady growth.

  • The board has spearheaded six successful acquisitions.

  • EnerCare's directors are aligned with shareholders and are subject to a requirement to own shares with a market value of at least $150,000. EnerCare's board believes this is well in excess of the standard that most boards maintain.


Shareholders should call Kingsdale Shareholder Services toll-free at 1-888-518-6813 or call collect at 416-867-2272 for assistance in voting the BLUE proxy.

For more information, please go to: www.ProtectEnerCare.com.

1 Calculated as of March 23, 2012 and assumes dividend reinvestment on a non-taxable basis at each monthly payment date.

About EnerCare Inc.

EnerCare owns a portfolio of approximately 1.2 million installed water heaters and other assets, rented primarily to residential customers in Ontario. EnerCare also owns EnerCare Connections Inc., a leading sub-metering company, with metering contracts for condominium and apartment suites in Ontario, Alberta and elsewhere in Canada.

For more information about the upcoming April 30 annual and special meeting of shareholders, please visit www.protectenercare.com. You can also find more information about EnerCare on SEDAR at www.sedar.com, on our investor website at www.enercareinc.com or on our rentals and sub-metering business website at www.enercare.ca.

Forward-looking Information

This news release contains certain forward-looking statements that involve various risks and uncertainties. The forward-looking information in this news release includes statements that reflect management's expectation regarding EnerCare's growth, results of operations, performance, business prospects and opportunities. Such forward-looking information reflects management's current beliefs and is based on information available to them and/or assumptions management believes are reasonable. Many factors could cause results to differ materially from the results discussed in the forward-looking information. Although the forward-looking information is based on what management believes to be reasonable assumptions, EnerCare cannot assure investors that actual results will be consistent with this forward-looking information. All forward-looking information in this news release is made as of the date hereof. Except as required by applicable securities laws, EnerCare does not intend and does not assume any obligations to update or revise the forward-looking information, whether as a result of new information, future events or otherwise. A thorough discussion in respect of the material risks relating to the business and structure of EnerCare can be found in its current Annual Information Form, which is available on SEDAR at www.sedar.com.

Contact Information

  • Media contact:
    Navigator Ltd.
    John Ratchford