ROCKY VIEW COUNTY, Alberta, July 10, 2017 (GLOBE NEWSWIRE) -- CanaDream Corporation (“ CanaDream ”) (TSX-V: CDN ) announced today that holders (“ Shareholders ”) of common shares of CanaDream (“ CanaDream Shares ”) have approved the special resolution relating to the acquisition of all the outstanding CanaDream Shares, other than those CanaDream Shares already held by affiliates of Apollo Tourism & Leisure Ltd. (“ Apollo ”), by ATL Canada Ltd. (“ ATL ”), an affiliate of Apollo, pursuant to a plan of arrangement under section 193 of the Business Corporations Act (Alberta) (the “ Arrangement ”).
The Arrangement was approved by approximately 99.78% of the votes cast by Shareholders at the special meeting of Shareholders held on July 10, 2017 (the “ Meeting ”) and 99.69% of the votes cast by Shareholders at the Meeting after excluding the votes required to be excluded pursuant to Multilateral Instrument 61-101 – Protection of Minority Shareholders in Special Transactions (the “ Majority of the Minority Vote ”). For greater certainty, the shares controlled by Apollo and its affiliates were excluded from the Majority of the Minority Vote.
The closing of the Arrangement remains subject to the satisfaction or waiver of the other conditions specified in the arrangement agreement between CanaDream, Apollo and ATL dated May 5, 2017 (the “ Arrangement Agreement ”), including approval of the final order in respect of the Arrangement by the Court of Queen’s Bench of Alberta. If all other conditions specified in the Arrangement Agreement are satisfied or waived, CanaDream, Apollo and ATL expect that the closing of the Arrangement will occur on July 12, 2017.
ADVISORY ON FORWARD-LOOKING STATEMENTS
This news release contains forward-looking statements and information (“ forward-looking statements ”) within the meaning of applicable securities laws and is based on the expectations, estimates and projections of management of CanaDream as of the date of this news release, unless otherwise stated. The use of any of the words "expect", "anticipate", "continue", "estimate", "objective", "ongoing", "may", "will", "project", "should", "believe", "plans", "intends" and similar expressions are intended to identify forward-looking statements. More particularly and without limitation, this news release contains forward-looking statements concerning: the ability of CanaDream to satisfy the other conditions to, and to complete, the Arrangement; and the anticipated timing of the closing of the Arrangement. Such forward-looking statements are provided for the purpose of providing information about management's current expectations and plans relating to the future. Investors are cautioned that reliance on such information may not be appropriate for other purposes, such as making investment decisions.
In respect of the forward-looking statements concerning the anticipated timing for completion of the Arrangement, CanaDream has provided such in reliance on certain assumptions that it believes are reasonable at this time, including assumptions as to the ability of each of the parties to the Arrangement Agreement to satisfy, in a timely manner, the other conditions to the closing of the Arrangement.
The anticipated closing date provided may change for a number of reasons, including the need for additional time to satisfy the other conditions to the completion of the Arrangement. Accordingly, readers should not place undue reliance on the forward-looking statements contained in this news release.
Since forward-looking statements address future events and conditions, such information by its very nature involves inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, the risks associated with the industries in which each of Apollo and CanaDream operates in general such as: operational risks; delays or changes in plans with respect to growth projects or capital expenditures; costs and expenses; health, safety and environmental risks; interest rate and exchange rate fluctuations; competition; and changes in legislation, including but not limited to tax laws. Risks and uncertainties inherent in the nature of the Arrangement include the failure to satisfy the conditions to the Arrangement, in a timely manner, or at all. Failure to satisfy the conditions to the Arrangement, may result in the Arrangement not being completed on the proposed terms, or at all.
Readers are cautioned that the foregoing list of factors is not exhaustive. The reader is cautioned not to place undue reliance on these forward-looking statements. The forward-looking statements contained in this news release are made as of the date hereof and CanaDream undertakes no obligations to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.
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For further information, please contact: Mr. Brian Gronberg, President & CEO, CanaDream Corporation Toll Free: 800‐461‐7368 E‐mail: BRIAN@canadream.com
