Mr. Craig Armitage reports
ANDREW PELLER LIMITED RECEIVES FINAL ORDER APPROVING ARRANGEMENT WITH FAIRFAX FINANCIAL HOLDINGS LIMITED
Andrew Peller Ltd. has received the final order of the Ontario Superior Court of Justice (Commercial List) with respect to the previously announced plan of arrangement transaction involving Fairfax Financial Holdings Ltd. and 18013632 Canada Inc., a newly formed and wholly owned subsidiary of Fairfax. The final order was the final substantive court approval required prior to closing of the arrangement, which is anticipated to occur on or about Aug. 14, 2026. Completion of the arrangement remains subject to customary closing conditions.
Pursuant to the arrangement, among other things, the purchaser will acquire all of the issued and outstanding Class A non-voting shares and Class B voting shares of the company (other than those shares held by John Peller and certain affiliates), by way of a plan of arrangement under the provisions of the Canada Business Corporations Act, for cash consideration of $8 per Class A share and $12 per Class B share. The arrangement was approved by Andrew Peller shareholders at the special meeting of shareholders held on Aug. 11, 2026.
Further details regarding the arrangement are set out in the management information circular of Andrew Peller dated July 10, 2026, the news release of Andrew Peller dated June 15, 2026, and the arrangement agreement dated June 14, 2026, among Andrew Peller, the purchaser and Fairfax, each of which are available under Andrew Peller's SEDAR+ profile.
About Andrew Peller Ltd.
Andrew Peller is one of Canada's leading producers and marketers of quality wines and craft beverage alcohol products. The company's award-winning premium and ultrapremium Vintners' Quality Alliance brands include Peller Estates, Trius, Thirty Bench, Wayne Gretzky, Sandhill, Red Rooster, Black Hills Estate Winery, Tinhorn Creek Vineyards, Gray Monk Estate Winery, Raven Conspiracy and Conviction. Complementing these premium brands are a number of popularly priced varietal offerings, wine-based liqueurs, craft ciders and craft spirits. The company owns and operates 101 well-positioned independent retail locations in Ontario under The Wine Shop, Wine Country Vintners and Wine Country Merchants store names. The company also operates Andrew Peller Import Agency and The Small Winemaker's Collection Inc., importers and marketing agents of premium wines from around the world. With a focus on serving the needs of all wine consumers, the company produces and markets premium personal winemaking products through its wholly owned subsidiary, Global Vintners Inc., the recognized leader in personal winemaking products.
About Fairfax
Financial Holdings Ltd.
Fairfax is a holding company that, through its subsidiaries, is primarily engaged in property and casualty insurance and reinsurance and the associated investment management.
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