Mr. John Glynn reports
RICHARDS PACKAGING INCOME FUND AND RICHARDS GROUP INC. ANNOUNCE THE COMPLETION OF THE CONVERSION OF RICHARDS PACKAGING INCOME FUND TO A CORPORATION
Richards Packaging Income Fund and Richards Group Inc. have completed the conversion of the fund from an unincorporated, open-ended, limited purpose trust to a corporation, pursuant to a statutory plan of arrangement involving the fund and the corporation under the Business Corporations Act (Ontario) and the Trustee Act (Ontario).
As a result of the arrangement: (i) each holder of trust units of the fund received one common share in the capital of the corporation for each unit held; and (ii) the corporation now directly or indirectly owns the fund and all of the fund's subsidiaries. The corporation now has 11,418,014 common shares issued and outstanding.
The units are expected to be delisted from and the common shares are expected to commence trading on the Toronto Stock Exchange under the symbol RIC on or around Dec. 23, 2025, subject to the approval of the TSX. The fund is expected to be wound up and cease to be a reporting issuer on or before Dec. 31, 2025.
The officers and trustees of the fund are the officers and directors of the corporation.
Early warning reporting
Further to the requirements of National Instrument 62-104 -- Take-Over Bids and Issuer Bids and National Instrument 62-103 -- The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, the corporation and Janet Glynn will each file an early warning report in accordance with applicable securities laws in connection with: (i) the corporation acquiring units; and (ii) Ms. Glynn acquiring common shares, each pursuant to the arrangement. A copy of each early warning report will be made available on SEDAR+. Further information and a copy of each early warning report may be obtained by contacting Enzio Di Gennaro at edigennaro@richardsgroup.com.
Immediately prior to closing of the arrangement, the corporation did not own, or exercise control or direction over, directly or indirectly, any units. Upon the completion of the arrangement, the corporation now owns 11,418,013 units representing 100 per cent of the issued and outstanding units. Following the completion of the arrangement, the fund became a wholly owned subsidiary of the corporation.
The head office of the fund and the registered office address of the corporation is 6155 Belgrave Rd., unit 3, Mississauga, Ont., L5R 4E6, Canada.
Immediately prior to closing of the arrangement, Ms. Glynn did not own, or exercise control or direction over, directly or indirectly, any common shares. Upon the completion of the arrangement, Ms. Glynn now owns, or exercises control or direction over, directly or indirectly, 2,213,756 common shares representing approximately 19.4 per cent of the issued and outstanding common shares.
Ms. Glynn's office address is 6155 Belgrave Rd., Unit 3, Mississauga, Ont., L5R 4E6, Canada.
About Richards Group Inc. and Richards Packaging Income Fund
The corporation owns the fund, which owns Richards Packaging, which since 1912 has served a wide customer base of over 24,000 health care, cosmetic, food and beverage, and other enterprises. Richards has over a century of rich history as a packaging distributor, and over the last decade has evolved a medical device and supplies operation that now drives the majority of the business.
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