Keg Royalties Income Fund Secures Approval for Fairfax Deal
Keg Royalties Income Fund Gains Crucial Unitholder Approval
The Keg Royalties Income Fund (TSX: KEG.UN) has achieved a significant milestone by securing overwhelming support from its unitholders during a special meeting. This gathering was held to discuss the proposed acquisition by 1543965 B.C. Ltd., a subsidiary of Fairfax Financial Holdings Limited. The response from unitholders was resoundingly positive, reflecting their trust in both the Fund’s leadership and the prospective advantages of the transaction.
Details of the Acquisition Proposal
The acquisition entails Fairfax acquiring all outstanding units of the Fund not already possessed by them or their affiliates for a set price of $18.60 per unit. This price is to be paid in cash through a statutory plan of arrangement under the Business Corporations Act of British Columbia. Unitholders and Exchangeable Unitholders will also receive a prorated monthly distribution for the month in which the deal closes, along with a special cash distribution based on the Fund's historical performance.
Voting Outcomes and Next Steps
Remarkably, the vote during the meeting showed that 99.42% of unitholders were in favor of the acquisition, with a strong backing of 98.79% when excluding the votes from Fairfax and other unitholders as required under regulatory guidelines. This approval is vital as it signifies the unitholders' confidence in the prospective benefits the transaction will bring.
Approvals and Legal Proceedings Ahead
The completion of the acquisition is contingent upon legal approval from the Supreme Court of British Columbia, with a final order being sought on a specified date. Subject to the approval and satisfaction of other conditions, the transaction is anticipated to finalize shortly thereafter, possibly leading to the delisting of the Fund's units from the Toronto Stock Exchange.
Risk Factors to Consider
While the transaction paves a promising path for the Keg Royalties Income Fund and its unitholders, several risk factors have been identified. The potential for the transaction not being completed on the current terms exists, alongside the necessity to acquire court approval and fulfill customary closing conditions. Stakeholders are advised to stay informed about these evolving circumstances as the process unfolds.
Understanding The Keg Royalties Income Fund
This Fund operates as a limited purpose, open-ended trust established under Ontario law. Its core function is through The Keg Rights Limited Partnership, a subsidiary that holds various trademarks and intellectual property used by Keg Restaurants Ltd. Notably, KRL is a leading entity in the steakhouse sector within Canada and is recognized for its exceptional workplace culture, ranked highly in surveys of employers in Canada.
Insights on Fairfax Financial Holdings Limited
Fairfax Financial Holdings Limited, the parent company in this acquisition deal, is widely recognized as a holding company that specializes in property and casualty insurance and reinsurance, along with the associated investment management. Their experience in these fields positions them well to enhance the operational synergies of the Keg Royalties Income Fund.
Frequently Asked Questions
What is the Keg Royalties Income Fund?
The Keg Royalties Income Fund is an open-ended trust that owns trademarks and intellectual property related to Keg Restaurants, which excels in the steakhouse restaurant sector.
What did unitholders vote on?
Unitholders voted on the acquisition proposal from Fairfax Financial Holdings, approving it overwhelmingly.
What will happen to the units post-acquisition?
The units of the Fund are expected to be delisted from the Toronto Stock Exchange following the successful completion of the transaction.
How is the acquisition structured?
The acquisition is structured as a statutory plan of arrangement, requiring court approval and other customary closing conditions.
What benefits are associated with the transaction?
Unitholders will receive cash per unit and prorated distributions, enhancing the overall value they receive from the transaction.
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