The acquisition of Canam by the Purchaser (a subsidiary of AIP) occurred for cash consideration of $12.30 per share (the “Consideration” - implying a total enterprise value including debt of $875M), subject to two exceptions.
Under the proposed privatization of the Corporation pursuant to a CBCA Plan of Arrangement, the public shareholders would receive cash for their common shares, and the specifically-listed “Rollover Shareholders” (holding 38% of the common shares) would receive common shares of the newly-incorporated purchaser, which is an indirect subsidiary of Power Corporation of Canada. The Circular does not mention whether the “Rollover” contemplated is under s. 85 or 85.1.
