TORONTO, June 2, 2023
/CNW/ - 1373113 B.C. Ltd. (the
"Offeror") and a management-led group consisting of officers and
employees (collectively, the "CG Employee Group", and together with
the Offeror, the "Offerors") of Canaccord Genuity Group Inc.
("Canaccord Genuity" or the "Company") (TSX: CF) and its
subsidiaries that have offered to acquire all of the issued and
outstanding common shares of the Company (other than certain common
shares beneficially owned by the CG Employee Group) (the "Offer"),
today provided an update in relation to the Offer.
The Offeror believes there is no reasonable chance that the
substantive conditions to the Offer will be satisfied at or prior
to the Offer's current expiry time of 11:59
p.m. (Toronto time) on
June 13, 2023, including conditions
that cannot be waived and conditions that the Offeror does not
intend to waive. Where the conditions to the Offer are not
satisfied or waived (where permitted) and the Offeror does not
extend the expiry time, the Offer will terminate and no common
shares will be acquired by the Offeror. At this time, the Offeror
has made no final determination as to whether it will extend the
Offer and there can be no assurance that the Offer will be
extended.
Confirmation as to whether the conditions to the Offer were
satisfied and notice as to whether the Offer has been extended will
be provided in accordance with the terms of the Offer Documents (as
defined below) and applicable law and are expected to be publicly
announced on June 14, 2023 prior to
the start of trading.
ABOUT THE OFFER
The Offer is open for acceptance until 11:59 p.m. (Toronto time) on June
13, 2023, unless extended, accelerated or withdrawn.
The Offer is subject to a number of conditions that are set out
in the Offer and take-over bid circular and related offer documents
("Offer Documents"). Subject to applicable law, the Offeror
reserves the right to withdraw, accelerate or extend the Offer and
to not take up and pay for any common shares deposited under the
Offer unless each of the conditions of the Offer is satisfied or,
where permitted, waived by the Offeror at or prior to the expiry of
the Offer. Where permitted by applicable law, any waiver of a
condition, withdrawal of the Offer or variation to the terms of the
Offer will be effective upon written notice to the Company's
depositary and information agent, Kingsdale Advisors, to then
communicate such notice to registered holders of common shares
("Shareholders") and holders of convertible securities of the
Company. Any such written notice delivered to the Company's
depositary and information agent will be publicly announced by the
Offeror promptly thereafter.
Shareholders are strongly encouraged to read the Offer Documents
carefully and in their entirety since they contain additional
important information regarding the terms and the conditions of the
Offer.
Copies of the Offer Documents filed with the Canadian securities
regulatory authorities are available electronically without charge
under Canaccord Genuity's profile on SEDAR at www.sedar.com or
at www.CGEmployeeGroup.com.
ADDITIONAL READER
ADVISORIES
This news release does not constitute an offer to buy or an
invitation to sell, or a solicitation of an offer to sell or
invitation to sell, any of the securities of Canaccord Genuity. The
Offer is made exclusively by means of, and subject to the terms and
conditions set out in, the Offer Documents. While the Offer will be
made to all holders of common shares, the Offer will not be made or
direct to, nor will deposits of common shares be accepted from or
on behalf of Shareholders in any jurisdiction in which the making
or acceptance of the Offer would not be in compliance with the laws
of such jurisdiction.
CAUTIONARY STATEMENT REGARDING
FORWARD-LOOKING INFORMATION
This document contains forward-looking information and
statements as defined under applicable securities laws
(collectively, "forward-looking statements"). Forward-looking
statements relate to future events or future performance and
reflect management's expectations, beliefs, plans, estimates,
intentions, and similar statements concerning anticipated future
events, results, circumstances, performance or expectations that
are not historical facts. Forward-looking statements include, but
are not limited to, statements regarding: the conditions to the
Offer not being satisfied at or prior to the current expiry time of
the Offer, whether the Offer will be extended and the timing of any
public announcement regarding the satisfaction of conditions or
extension; and any other statements that are not facts. Such
forward-looking statements reflect the Offeror's current beliefs
and are based on information currently available. In some cases,
forward-looking statements can be identified by terminology such as
"may", "will", "should", "expect", "plan", "anticipate", "believe",
"estimate", "predict", "potential", "continue", "target", "intend",
"could" or the negative of these terms or other comparable
terminology.
By their very nature, forward-looking statements involve
inherent risks and uncertainties, both general and specific, and a
number of factors could cause actual events or results to differ
materially from the results discussed in the forward-looking
statements. In evaluating these statements, readers should
specifically consider various factors that may cause actual results
to differ materially from any forward-looking statement. These
factors include, but are not limited to, market and general
economic conditions (including slowing economic growth, inflation
and rising interest rates), the dynamic nature of the financial
services industry and the risks and uncertainties and the potential
continued impacts of the coronavirus (COVID-19) pandemic on the
Company's business operations and on the global economy, the impact
of the war in Ukraine and the
resulting humanitarian crisis on the global economy, in particular
its effect on global oil, agriculture and commodity markets, and
matters related to the satisfaction of the conditions to the
Offer.
Although the forward-looking statements contained in this
document are based upon what the Offeror believes are reasonable
assumptions, there can be no assurance that actual results will be
consistent with those expressed or implied by such forward-looking
statements. The forward-looking statements contained in this
document are made as of the date of this document and should not be
relied upon as representing views as of any date subsequent to the
date of this document. Except as may be required by applicable law,
the Offeror does not undertake, and specifically disclaims, any
obligation to update or revise any forward-looking statements,
whether as a result of new information, further developments or
otherwise.
None of the Offerors, or any of their respective subsidiaries,
affiliates, associates, officers, partners, employees,
representatives and advisers, makes any representation or warranty,
express or implied, as to the fairness, truth, fullness, accuracy
or completeness of the information contained in this document or
otherwise made available, nor as to the reasonableness of any
assumption contained herein, and any liability therefore (including
in respect of direct, indirect, consequential loss or damage) is
expressly disclaimed. Nothing contained herein is, or shall be
relied upon as, a promise or representation, whether as to the past
or the future and no reliance, in whole or in part, should be
placed on the fairness, accuracy, completeness or correctness of
the information contained herein.
SOURCE 1373113 B.C. Ltd.