Thirdcoast Limited

July 05, 2012 10:46 ET

Ontario Securities Commission Cease Trades Thirdcoast Limited Shareholder Rights Plan-Board of Directors Recommends Shareholders Accept the P&H Offer

GODERICH, ONTARIO--(Marketwire - July 5, 2012) - Thirdcoast Limited ("Thirdcoast" or the "Company") regrets to announce that the Ontario Securities Commission has cease traded the shareholder rights plan which was adopted by the Thirdcoast board of directors (the "Board of Directors") in order to provide further time for the Board of Directors to work on an alternative asset transaction involving the sale of its grain business which would result in shareholders of Thirdcoast receiving a superior return to the unsolicited offer from Parrish & Heimbecker, Limited (the "Offeror") to Thirdcoast shareholders to purchase all of the issued and outstanding common shares of Thirdcoast (the "Common Shares") for $155 per Share (the "Unsolicited Offer"). Although Thirdcoast has received a heads of agreement in respect of the alternative asset transaction, it will no longer have any time to work on completing the transaction given that the shareholder rights plan has been cease traded and the Unsolicited Offer expires today at 5:00 pm (Toronto time). As a result, the Board of Directors recommend that shareholders of Thirdcoast tender their Common Shares to the Unsolicited Offer given that as of yesterday, the Offeror had advised Thirdcoast that approximately 65% of the Common Shares have been tendered to the Unsolicited Offer (including the Offeror's holding of Common Shares).

About Thirdcoast Limited

Thirdcoast (formerly Goderich Elevators Limited) is a holding company for operations involved in the handling and processing of food grains and food ingredients shipped around the globe. The goal of the Company is to maximize customer and shareholder value through world class practices and continually strive for the highest levels of quality and customer care in the services and products it provides. Thirdcoast's operations are primarily carried out through its two main wholly-owned operating subsidiaries: Southpier Terminals and G.S. Dunn.

Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of applicable securities laws. These statements include, but are not limited to, Thirdcoast's future outlook, business strategy, plans, expectations, results or actions, or the assumptions underlying any of the foregoing. Forward-looking statements can generally be identified by words such as "may", "should", "would", "could", "will", "intend", "plan", "anticipate", "believe", "estimate", "expect", "outlook" and similar expressions. These statements are based on information currently available to Management and on the current assumptions, intentions, plans, expectations and estimates of Management regarding Thirdcoast's future growth, results of operations, performance, business prospects and opportunities and ability to attract and retain customers as well as the economic environment in which it operates. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors which could cause actual results of Thirdcoast to differ materially from the conclusion, forecast or projection stated in such forward-looking statements. These risks, uncertainties and other factors include, but are not limited to: future actions by P&H in connection with the Unsolicited Offer; and, other factors referenced in Thirdcoast's MD&A for the year ended March 31, 2011 and Thirdcoast's other continuous disclosure filings which are available on SEDAR at Readers should not place undue reliance on these forward-looking statements. These forward-looking statements are made as of the date of this press release, and, except as required by applicable securities laws, Thirdcoast assumes no obligation to update or revise them to reflect new events or circumstances.

Contact Information

  • Thirdcoast Limited
    Don Henry