5-Jan-2018 Source: HNZ
HNZ Group Inc. (TSX: HNZ) (“HNZ” or the “Corporation”) and PHI, Inc. (The Nasdaq Select Global Market: PHII (voting) PHIIK (non-voting)) (“PHI”) announced today that they have completed the previously announced statutory plan of arrangement under Section 192 of the Canada Business Corporations Act (the “Arrangement”) involving the acquisition by Don Wall, the Corporation’s President and CEO, through a beneficially wholly-owned acquisition company (the “Canadian Purchaser”) of all of the issued and outstanding common shares and variable voting shares of HNZ (collectively, the “HNZ Shares”) and subsequent acquisition by PHI of HNZ’s offshore business conducted in New Zealand, Australia, the Philippines and Papua New Guinea.
Under the terms of the Arrangement, each former holder of HNZ Shares, other than Don Wall, will receive CAD$18.70 in cash per HNZ Share. The total consideration to be paid to former holders of HNZ Shares is approximately CAD$232.6 million.
The Canadian Purchaser and PHI have delivered to Computershare Trust Company of Canada, the depositary for the Arrangement, sufficient funds to enable the depositary to make the payments to former holders of HNZ Shares in accordance with the terms of the Arrangement.
It is anticipated that the HNZ Shares will be delisted from the Toronto Stock Exchange in the coming days and that the Corporation will subsequently cease to be a reporting issuer in the jurisdictions in which it is currently a reporting issuer