Superior Plus Corp.

Superior Plus Corp.

June 27, 2016 16:09 ET

Superior Plus Announces FTC Legal Action to Prevent Closing of Proposed Acquisition by Superior of Canexus Corporation ("Canexus")

TORONTO, ONTARIO--(Marketwired - June 27, 2016) - Superior Plus Corp. ("Superior") (TSX:SPB) announced today that, as previously anticipated, the Federal Trade Commission ("FTC") filed an administrative complaint charging that Superior's acquisition of Canexus Corporation (the "Transaction") would violate U.S. antitrust laws and has authorized its staff to seek a temporary restraining order and a preliminary injunction to prevent Superior from closing the Transaction pending completion of the administrative proceeding.

As of the date hereof, Superior and Canexus have not reached an agreement to extend the June 29, 2016 outside date (the "Outside Date") under the Arrangement Agreement to provide sufficient time to defend the action by the FTC, but discussions are ongoing. Superior is confident that it has a strong case and remains prepared to present a vigorous defense to the FTC challenge of the Transaction if the Arrangement Agreement is extended. Superior has proposed divesting up to an aggregate of 215,000 metric tonnes of sodium chlorate production capacity representing approximately $42 million in annual operating EBITDA and effectively reducing Superior's post-merger market share of U.S. sodium chlorate sales to approximately 35%. If the Outside Date has not been extended on or before June 29, 2016, either party will be entitled to terminate the Arrangement Agreement.

Further information about the Arrangement is set out in Superior's management proxy circular dated February 26, 2016, which is available under Superior's profile on

About the Corporation

Superior consists of three primary operating businesses: Energy Distribution includes the distribution of propane and distillates, and supply portfolio management; Specialty Chemicals includes the manufacture and sale of specialty chemicals; and Construction Products Distribution includes the distribution of specialty construction products.

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Forward Looking Information

This press release may contain forward-looking statements. All forward-looking statements are based on our beliefs as well as assumptions based on information available at the time the assumption was made and on management's experience and perception of historical trends, current conditions and expected future developments, as well as other factors deemed appropriate in the circumstances. No assurance can be given that these assumptions and expectations will prove to be correct. Forward-looking statements are not facts, but only predications and can generally be identified by the use of statements that include phrases such as "anticipate", "believe", "continue", "could", "estimate", "foresee", "expect", "plan", "intend", "forecast", "future", "guidance", "may", "predict", "project", "should", "strategy", "target", "will" or similar expressions suggesting future outcomes. Forward-looking information in this Press Release includes but is not limited to the strength of Superior's case and the closing of the Transaction. Superior believes the expectations reflected in such forward-looking information are reasonable but no assurance can be given that these expectations will prove to be correct and such forward-looking statements should not be unduly relied upon.

Forward-looking information is not a guarantee of future performance and involves a number of risks and uncertainties some of which are described herein. Such forward-looking information necessarily involves known and unknown risks and uncertainties, which may cause Superior's actual results to differ materially from any projections of future results expressed or implied by such forward-looking information. These risks and uncertainties include but are not limited to the uncertainty and number of variables inherent in any complex litigation and the closing of any complex transaction and the other risks identified in the Corporation's 2015 Annual Information Form under the heading "Risk Factors", which is available on the SEDAR website ( Any forward-looking information is made as of the date hereof and, except as required by law, Superior does not undertake any obligation to publicly update or revise such information to reflect new information, subsequent or otherwise.

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