TORONTO, ONTARIO--(Marketwired - Aug. 11, 2014) - Tuckamore Capital Management Inc. (TSX:TX) (TSX:TX.DB.B) ("Tuckamore" or the "Company") is pleased to announce that it has reached an agreement with Access Holdings Management Company LLC ("Access Holdings") and First Series of Halcyon Trading Fund LLC (collectively, the "Consortium") whereby Access Holdings has agreed to withdraw all proceedings before the Ontario Securities Commission and the Ontario Superior Court clearing the way for Tuckamore to proceed with its annual general meeting on September 16, 2014 (the "AGM").
Over the past several months, the Company and its board of directors (the "Board") have worked to further the best interests of shareholders through a value maximization process. The results of this process have been a comprehensive shareholder engagement process with significant value creation for shareholders. The resolution between the Consortium and the Company will allow the Company to refocus its energies on running its businesses and enhancing shareholder value.
As a part of the resolution, the Consortium has agreed to certain restrictions on participating in dissident proxy solicitations or take-over bids until May 31, 2016 and to limit its acquisitions of Tuckamore shares until September 30, 2015. The Company has agreed to reimburse certain legal and professional expenses incurred by the Consortium.
Tuckamore previously announced a Board-initiated governance renewal process and retained the services of Tom Long Consulting Inc., to assist the Compensation and Corporate Governance Committee in identifying new independent director candidates who can bring complementary skills and experience to the Board. Orange Capital Master I, Ltd., who recently completed a private placement with Tuckamore, will also nominate at least one individual for Tuckamore's Board in connection with the AGM and thereafter will have a right to nominate a second person to the Board.
The Consortium has expressed its support for Board renewal at Tuckamore. The Consortium believes the addition of new independent board members will create an opportunity to realize the Company's underlying value for the benefit of all shareholders.
"Tuckamore has benefitted from its robust dialogue with its stakeholders and is well positioned to deliver value to shareholders. The Board is committed to proceeding with its Board renewal process and looks forward to presenting its nominees to shareholders in connection with the AGM," said Douglas Brown, Chairman.
About the Company
Tuckamore has investments in 7 businesses representing a diverse cross-section of the Canadian economy.
SOURCE: Tuckamore Capital Management Inc.