Pethealth Inc.
TSX : PTZ

Pethealth Inc.

October 27, 2014 15:34 ET

Pethealth Announces Shareholder Approval of the Plan of Arrangement With Fairfax

OAKVILLE, ONTARIO--(Marketwired - Oct. 27, 2014) - Pethealth Inc. (TSX:PTZ) (the "Company" or "Pethealth") announced today the positive outcome of the shareholder vote regarding the previously announced plan of arrangement whereby, among other things, 8653291 Canada Inc., a wholly-owned subsidiary of Fairfax Financial Holdings Limited (TSX:FFH)(TSX:FFH.U), has agreed to acquire all of the issued and outstanding common shares and preferred shares of Pethealth (the "Arrangement").

Approximately 89.33% of the Pethealth common shares and preferred shares voted at today's shareholders' meeting voted in favour of the special resolution approving the Arrangement. Holders of common shares and preferred shares of Pethealth voted together as a single class. In addition, approximately 99.99% of the Pethealth common shares voted at the meeting held by common shareholders of Pethealth, other than those required to be excluded in determining such approval prescribed by Multilateral Instrument 61-101, voted in favour of the special resolution approving the Arrangement. Details of the voting results will be filed on SEDAR (www.sedar.com).

Pethealth will apply for a final order of the Ontario Superior Court of Justice (Commercial List) for approval of the Arrangement on October 30, 2014. The closing of the arrangement remains subject to court approval, regulatory approvals and the satisfaction or waiver of the other customary closing conditions. Assuming receipt of court approval and the satisfaction or waiver of all other conditions to closing, Pethealth expects that the Arrangement will close in the fourth quarter of 2014.

Shareholders with questions about submitting securities to the Arrangement, including with respect to completing the applicable letter of transmittal, can contact Computershare Investor Services Inc. toll free (North America) at 1-800-564-6253 or outside North America at 1-514-982-7555 or by email at corporateactions@computershare.com. Further information regarding the Arrangement is also available in the Company's management information circular which is available on SEDAR (www.sedar.com).

About Pethealth

Pethealth is North America's second largest provider of medical insurance for dogs and cats to pet owners, operating in the United States, Canada and the United Kingdom. In addition, the Company is the leading provider of management software to North American animal welfare organizations through its SaaS-based application and is the leading provider of pet related database management services to the North American companion animal industry. Pethealth offers a unique range of products and services for veterinarians, shelters and pet owners through a number of wholly owned subsidiaries using a range of brand names including PetCare, 24PetWatch, Pet Protect, Petpals Direct, PetPoint, Petango.com and ThePetangoStore.com.

Pethealth is based in Oakville, Ontario. To find out more about Pethealth, visit the web site at www.pethealthinc.com.

Forward-Looking Information

This press release contains information that is forward-looking information within the meaning of applicable securities laws. Forward-looking information herein includes, but is not limited to, statements with respect to the application for a final order or the expected closing date of the Arrangement. In some cases, forward-looking information can be identified by the use of terms such as "may", "will", "should", "expect", "plan", "anticipate", "believe", "intend", "estimate", "predict", "potential", "continue" or the negative of these terms or other similar expressions concerning matters that are not historical facts and include statements regarding expectations regarding whether a transaction will be consummated, including whether conditions to the consummation of the transaction will be satisfied, or the timing for completing the transaction.

Forward-looking information by its nature necessarily involves risks and uncertainties and other factors which may cause actual results, performance or achievements to be materially different from any future events, performance or achievements expressed or implied by such forward-looking information. If any of these risks or uncertainties were to materialize or if the factors and assumptions underlying the forward-looking information were to provide incorrect, actual results could vary materially from those that are expressed or implied by such forward-looking information.

Risks and uncertainties regarding Pethealth are described in Pethealth's most recent Annual Information Form which is available on SEDAR at www.sedar.com. Pethealth disclaims any intention or obligation, other than those required by securities laws, to update or revise any forward-looking information.

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