01:52:15 EDT Fri 26 Apr 2024
Enter Symbol
or Name
USA
CA



Great Canadian Gaming Corp
Symbol GC
Shares Issued 69,713,905
Close 2015-05-22 C$ 23.53
Market Cap C$ 1,640,368,185
Recent Sedar Documents

Great Cdn to buy 3.4 million shares from McLeod estate

2015-05-25 07:06 ET - News Release

Mr. Rod Baker reports

GREAT CANADIAN GAMING TO BUY BACK SHARES FROM THE ESTATE OF ROSS MCLEOD

Great Canadian Gaming Corp. has entered into an agreement with a company controlled by the estate of Ross J. McLeod to purchase 3.4 million common shares of the company. The purchase price is $77.7-million or $22.8545 per share. The estate shares represent approximately 4.88 per cent of the current number of outstanding common shares. Ross J. McLeod was a director and officer of the company who passed away in 2011.

The completion of the purchase of the estate shares is subject to the receipt of all required gaming regulatory approvals and the receipt of an order from the Canadian securities regulators exempting the purchase from the issuer bid requirements of Multilateral Instrument 62-104 Take-Over Bids and Issuer Bids. There can be no assurance that the approvals and order will be obtained by the closing deadline of June 24, 2015 (or any permitted extension).

MI 62-104 contains an exemption, Section 4.7, from the issuer bid requirements to permit the purchase of shares from a former employee, executive officer or director of the issuer. The purchase price for the estate shares is at a discount to the market price of the shares calculated in compliance with the requirements of Section 4.7 (a 20-day average) and the number of estate shares is below the maximum number of shares that may be purchased under that section. But for the fact that the estate shares are now controlled by the estate of the deceased officer and director, the purchase would comply with the provisions of Section 4.7 of MI 62-104.

Once purchased, the estate shares will be cancelled. Shareholders should review their holdings and determine whether, after cancellation of the estate shares, the number of shares they hold would trigger a requirement to register with a gaming authority. The registration requirements are set out in the company's articles, a copy of which is available under the company's profile at SEDAR.

"The shares we are purchasing represent approximately one-half of the remaining shares held by the estate. We are only able to purchase these shares on an exempt basis and the number being acquired is generally the maximum number that we are permitted to purchase under the exemption in Section 4.7 of MI 62-104," said Rod N. Baker, the president and chief executive officer of the company. "We think this is an excellent opportunity to increase the economic interest of our shareholders in the company and a good use of our cash to increase shareholder value. We have sufficient cash reserves and credit facilities to purchase the estate shares and move forward with our planned expenditures including the purchase of Casino New Brunswick."

We seek Safe Harbor.

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