PRT Growing Services Ltd.

TSX : PRT


PRT Growing Services Ltd.

December 13, 2012 16:59 ET

PRT Growing Services Ltd. and Mill Road Capital Announce Shareholder and Court Approval for Acquisition of PRT

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Dec. 13, 2012) -

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE U.S.

PRT Growing Services Ltd. (TSX:PRT) ("PRT" or the "Corporation") and Mill Road Capital Management LLC ("Mill Road Capital") today announced shareholder and court approval of the acquisition of all of the issued and outstanding common shares of PRT by 8242275 Canada Inc., an entity controlled by Mill Road Capital.

The proposed transaction was approved by over 88% of PRT shareholders voting in person or represented by proxy at the special meeting held on December 12, 2012. The arrangement was approved by the Supreme Court of British Columbia on December 13, 2012. In accordance with the arrangement, 8242275 Canada Inc., an entity controlled by Mill Road Capital, will acquire all of the issued and outstanding common shares of PRT for consideration of $4.45 per common share.

Registered holders of PRT common shares, who have not already submitted a completed letter of transmittal to Valiant Trust Company, in its capacity as depositary under the arrangement, should do so at their earliest convenience. Payment to shareholders will be made following receipt of such documents. If your PRT common shares are registered in the name of a nominee, you should contact that nominee for instructions and assistance.

As a result of the acquisition, PRT's common shares are expected to be delisted from the Toronto Stock Exchange within three business days.

About PRT Growing Services Ltd.

PRT Growing Services Ltd. is the largest producer of container grown forest seedlings in North America, currently operating 13 nursery locations expected to produce over 160 million seedlings in 2012.

About Mill Road Capital

Mill Road Capital is a private investment firm focused on investing in and partnering with outstanding publicly traded micro-cap companies in the U.S. and Canada. The firm has flexible, long-term capital with the ability to purchase shares in the open market, buy large block positions from existing shareholders, provide capital for growth or acquisition opportunities, or execute going-private transactions. Mill Road Capital's limited partners include a prominent and highly respected group of public and corporate pension funds, foundations, endowments, asset managers, insurance companies and family offices from North America and Europe. The firm currently has approximately $400 million of committed equity capital. More information can be found at http://www.millroadcapital.com.

Forward-looking statements

This news release contains forward-looking statements. All forward-looking statements are based on management's beliefs and assumptions based on information available at the time the assumption was made and on its experience and perception of historical trends, current conditions and expected further developments as well as other factors deemed appropriate in the circumstances. Management of PRT believes the expectations reflected in such statements are reasonable but no assurance is given that such expectations will be correct as forward-looking information is subject to various risks and uncertainties that are known and unknown, including those material risks discussed in PRT's MD&A and in its Annual Information Form. In particular, but without limitation, there are no assurances that the transaction will close and that the current forecast of expected production in 2012 will be accurate.

Forward-looking statements are based on current expectations and PRT Growing Services Ltd. assumes no obligation to update such information to reflect later events or developments, except as required by law.

For additional information on these and other factors, see PRT's public filings on www.sedar.com.

Contact Information

  • PRT Growing Services Ltd.
    Tony Pollard
    VP Finance/CFO
    (866) 553-8733 ext. 229
    www.prt.com