Tag Archives: Computershare Trust Company

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Orko and Coeur Announce Election Report

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Orko and Coeur Announce Election Report

VANCOUVER, British Columbia & COEUR D’ALENE, Idaho–(BUSINESS WIRE)– Orko Silver Corp. (“Orko”) (TSX-V: OK) (Frankfurt: OG3) (OTCUS: OKOFF) and Coeur d’Alene Mines Corporation (“Coeur”) (NYS: CDE) (TSX: CDM) are pleased to provide an update regarding the consideration to be received by Orko shareholders pursuant to the previously announced plan of arrangement (the “Arrangement”) whereby Coeur will acquire all of the issued and outstanding common shares of Orko (the “Orko Shares”). As previously announced, the Arrangement was approved by Orko shareholders yesterday.

Orko and Coeur received an election report from Computershare Trust Company of Canada setting out the number of common shares of Coeur (the “Coeur Shares“), warrants to purchase Coeur Shares (the “Coeur Warrants“) and/or cash consideration that each Orko shareholder will be entitled to receive pursuant to the Arrangement, after proration, as follows:

  • Orko shareholders who have elected or are deemed to have elected to receive the cash and share consideration will receive $0.70 cash, 0.0815 of a Coeur Share and 0.01118 of a Coeur Warrant for each Orko Share held;
  • Orko shareholders who have elected to receive the share consideration will receive 0.1118 of a Coeur Share and 0.01118 of a Coeur Warrant for each Orko Share held; and
  • Orko shareholders who have elected to receive the cash consideration will receive $0.74 cash, 0.0797 of a Coeur Share and 0.01118 of a Coeur Warrant for each Orko Share held.

The cash consideration alternative was oversubscribed, and pursuant to the proration methodology established under the Arrangement, Orko shareholders who have elected to receive the cash consideration will receive the cash, Coeur Shares and Coeur Warrants as described above.

Pursuant to the Arrangement, Orko shareholders will receive total cash consideration of CAD$100 million, 11,572,918 Coeur Shares and 1,588,768 Coeur Warrants. Following the completion of the Arrangement, the current Orko shareholders will hold approximately 11% of the issued and outstanding Coeur Shares (prior to the exercise of the Coeur Warrants). The Coeur Warrants will trade under the symbol “CDE.WS” on the NYSE and “CDM.WT” on the TSX. Trading is expected to commence on April 17, 2013 on both exchanges.

Orko will apply for a final order of the Supreme Court of British Columbia approving the Arrangement on Friday, April 12, 2013 and, assuming receipt of court approval and the satisfaction

From: http://www.dailyfinance.com/2013/04/11/orko-and-coeur-announce-election-report/

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Macquarie Infrastructure Company Announces Filing of Shelf Registration Statement/Implementation of

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Macquarie Infrastructure Company Announces Filing of Shelf Registration Statement/Implementation of Dividend Reinvestment Program and Reporting Dates

  • Company to conduct conference call and webcast covering first quarter 2013 financial results on Tuesday, April 30, 2013
  • Company to conduct annual general meeting on May 20, 2013

NEW YORK–(BUSINESS WIRE)– Macquarie Infrastructure Company (NYS: MIC) announced that it has filed an automatic shelf registration statement on Form S-3 (“shelf”) with the Securities and Exchange Commission.

Along with the shelf registration statement the Company has filed a prospectus supplement with respect to a previously announced dividend reinvestment/direct stock purchase program named MIC Direct. The prospectus supplement relates to the issuance of up to 1 million additional shares of MIC to participants in MIC Direct. The Company may also choose to fill requests for reinvestment of dividends or share purchases through MIC Direct via the open market.

Investors interested in participating in MIC Direct may contact the plan administrator, Computershare Trust Company, N.A. (“Computershare”), at 866-867-6422 or on-line at www.computershare.com/investor for a copy of the prospectus and the prospectus supplement as well as application forms.

The filing of the shelf registration of Form S-3 allows the Company to issue and sell an indeterminate amount of its LLC interests and debt securities in one or more future offerings. The specific terms of any future offering will be established by the Company at the time of the offering, subject to market conditions, and will be described in a prospectus supplement filed at the time of such offering.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities. Any offer of securities will be made solely by means of the prospectus included in the registration statement and any applicable prospectus supplement that may be issued with respect to any offering.

MIC also announced that it intends to release its financial results for the first quarter of 2013 after the close of market trading on Monday, April 29, 2013. The Company has scheduled a conference call and webcast for analysts and investors at 8:00 a.m. Eastern Time on Tuesday, April …read more

Source: FULL ARTICLE at DailyFinance

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Bluegreen Corporation Completes Merger with Subsidiary of BFC Financial Corporation

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Bluegreen Corporation Completes Merger with Subsidiary of BFC Financial Corporation

FORT LAUDERDALE, Fla. & BOCA RATON, Fla.–(BUSINESS WIRE)– BFC Financial Corporation (“BFC” or the “Company”) (OTCQB: BFCF) and Bluegreen Corporation (“Bluegreen”) (NYS: BXG) today announced that the previously announced merger of Bluegreen into Woodbridge Holdings, LLC (“Woodbridge”), a wholly-owned subsidiary of BFC, became effective as of the close of trading today.

Under the terms of the merger agreement, each outstanding share of Bluegreen’s Common Stock (other than those shares held directly or indirectly by BFC and shares owned by holders who exercised and perfected their appraisal rights in accordance with Massachusetts law) have been converted into the right to receive $10.00 in cash, without interest thereon and less any applicable withholding taxes. See “AdditionaI Information for Bluegreen Shareholders,” below.


Additional Information for Bluegreen Shareholders

If you are a shareholder of Bluegreen’s Common Stock as of the close of trading on April 2, 2013, Computershare Trust Company, N.A. and Computershare, Inc. (collectively “Computershare”), the paying agent retained for purposes of the merger, will mail to you a letter of transmittal and instructions explaining how to surrender your shares of Bluegreen’s Common Stock for payment of the merger consideration to which you are entitled. After you return the proper documentation to the paying agent, Computershare will issue and deliver to you a check for the amount of cash you are entitled to receive. Bluegreen’s shareholders should not send in their stock certificates until they are requested to do so by Computershare. If your shares of Bluegreen’s Common Stock are held in “street name” by your bank, broker or other nominee, you will receive instructions from your bank, broker or other nominee on any actions you may need to take to receive the merger consideration for those shares.

ABOUT BLUEGREEN CORPORATION

Founded in 1966 and headquartered in Boca Raton, FL, Bluegreen Corporation (NYS: BXG) is a leading timeshare sales, marketing and resort management company. Bluegreen manages, markets and sells the Bluegreen Vacation Club, a flexible, points-based, deeded vacation ownership plan with more than 160,000 owners, …read more
Source: FULL ARTICLE at DailyFinance

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Glimcher Announces Partial Redemption of Series G Preferred Shares

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Glimcher Announces Partial Redemption of Series G Preferred Shares

COLUMBUS, Ohio–(BUSINESS WIRE)– Glimcher Realty Trust (NYSE: GRT) announced today that it intends to redeem a portion of its issued and outstanding 8.125% Series G Cumulative Redeemable Preferred Shares (the “Series G Shares”) (CUSIP: 379302409). Of the 8,300,000 issued and outstanding Series G Shares, 3,600,000 Series G Shares will be redeemed on a pro rata basis (as nearly as practicable without creating fractional shares) from each record holder. Holders of Series G Shares through the Depository Trust Company will be redeemed in accordance with the applicable procedures of the Depository Trust Company.

The redemption date will be April 29, 2013. The Series G Shares will be redeemed at a redemption price of $25.00 per share, plus accumulated and unpaid distributions to, but excluding, the redemption date in an amount equal to $0.1580 per share, for a total payment of $25.1580 per share. The redemption price for the Series G Shares will be payable in cash, without interest as soon as practicable after the redemption date. After the redemption date, distributions on the redeemed Series G Shares will cease to accrue, such shares shall no longer be deemed outstanding and all rights of the holders in respect of such shares being redeemed will terminate, except for the right to receive the redemption price, without interest thereon.

The notice of redemption and related materials for the Series G Shares are being mailed to holders of record as of March 28, 2013. As specified in each notice of redemption, payment of the redemption price will be made only upon presentation and surrender of the certificates representing the Series G shares to the redemption agent, Computershare Trust Company, N.A., Attention: Corporate Actions, at 250 Royall Street, Canton, MA 02021. Questions regarding the redemption of the Series G Shares, or the procedures therefore, may be directed to Computershare Trust Company, N.A. at 800-546-5141.

The Series G Shares trade on the New York Stock Exchange (“NYSE”) under the symbol “GRTPRG”.

The aggregate amount to be paid to effect the redemptions of the Series G Shares will be approximately $90.6 million, which will be funded primarily by net proceeds from Glimcher’s recent offering of its 6.875% Series I Cumulative Redeemable Preferred Shares of Beneficial Interest, par value $0.01 per share. In connection with the redemption, the Company will recognize an approximate $9.0 million non-cash charge in the first quarter of 2013 associated with the write-off of the original issuance costs for the applicable pro rata amount of such costs for the Series G Shares.

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Source: FULL ARTICLE at DailyFinance

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BioClinica, Inc. and JLL Partners, Inc. Announce Successful Completion of Tender Offer

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BioClinica, Inc. and JLL Partners, Inc. Announce Successful Completion of Tender Offer

NEWTOWN, Pa.–(BUSINESS WIRE)– BioClinica®, Inc. (NAS: BIOC) , a leading global provider of clinical trial management solutions, and JLL Partners, Inc. (“JLL“), a leading private equity investment firm, today announced the successful completion of the tender offer by BC Acquisition Corp. (“Purchaser”), a wholly-owned subsidiary of BioCore Holdings, Inc. (“Parent”), each of which is an affiliate of JLL, for all of the outstanding shares of common stock of BioClinica. Purchaser and Parent are affiliates of JLL and one of the investment funds managed by JLL, JLL Partners Fund VI, L.P. (the “Sponsor”).

Based on information provided by Computershare Trust Company, N.A., the Depositary for the offer, as of the expiration of the offering period at 12:00 midnight New York City time, at the end of March 11, 2013, a total of approximately 13,912,736 shares representing approximately 88.327% of the outstanding shares of common stock of BioClinica (in addition to 2,252 shares tendered under guaranteed delivery procedures), had been validly tendered and not withdrawn. Purchaser has accepted for payment all shares validly tendered in the offer.

JLL also announced that, to complete the acquisition of BioClinica, JLL will effect, without prior notice to, or any action by, any other BioClinica stockholder, a short-form merger in which Purchaser will merge with and into BioClinica, with BioClinica surviving the merger and continuing as a direct wholly owned subsidiary of Parent. JLL intends to exercise its option under the merger agreement to purchase newly issued BioClinica shares in order to ensure ownership of at least 90% of the outstanding BioClinica shares to complete the short-form merger. In the merger, each of the remaining untendered shares of BioClinica common stock (other than shares as to which appraisal rights are properly demanded under Delaware law, if any) will be converted into the right to receive the same $7.25 per BioClinica share net to the seller in cash. The merger is expected to occur within the next several days and a subsequent press release will be issued at that time. Following the merger, BioClinica’s common stock will cease to be traded on the NASDAQ Global Market.

About BioClinica

BioClinica, Inc. is a leading global provider of integrated, technology-enhanced clinical trial management solutions. BioClinica supports pharmaceutical and medical device innovation with imaging core lab, internet image transport, electronic data capture, interactive voice and web response, clinical trial management, and clinical supply chain forecasting …read more
Source: FULL ARTICLE at DailyFinance

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Toyota Industries Corporation Announces Extension of Cash Tender Offer for Shares of Cascade Corpora

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Toyota Industries Corporation Announces Extension of Cash Tender Offer for Shares of Cascade Corporation

KARIYA, Japan–(BUSINESS WIRE)– Toyota Industries Corporation (Tokyo Stock Exchange: 6201) (“TICO“) today announced that Industrial Components and Attachments II, Inc., an indirect wholly owned subsidiary of TICO, has extended its tender offer for all outstanding common shares of Cascade Corporation (NYS: CASC) (“Cascade”) for $65.00 per share (the “Offer”). The Offer was scheduled to expire at 12:00 midnight, New York City time, on Thursday, March 21, 2013. With the consent of Cascade, the Offer has been extended to expire at 12:00 midnight, New York City time, on Wednesday, March 27, 2013, unless further extended. All other terms and conditions of the Offer remain unchanged.

As previously announced, TICO received a Request for Additional Information and Documentary Material (the “Second Request“) from the Antitrust Division of the Department of Justice (the “Antitrust Division“) with respect to the Offer. On February 15, 2013, TICO certified to the Antitrust Division substantial compliance with the Second Request. Additionally, TICO provided a timing commitment to the Antitrust Division pursuant to which TICO committed not to close the transaction prior to 30 days thereafter without the consent of the Antitrust Division and to provide at least 10 days notice to the Antitrust Division prior to consummating the acquisition of Cascade. On March 4, 2013, TICO provided a revised timing commitment to the Antitrust Division pursuant to which TICO committed to extend the date prior to which TICO will not consummate the transaction without the consent of the Antitrust Division to 40 days after February 15, 2013 and to provide at least 10 days notice to the Antitrust Division prior to consummating the acquisition of Cascade. Cascade informed TICO that it also received a Request for Additional Information and Documentary Material from the Antitrust Division and that it is currently in the process of responding to such request and intends to cooperate with the Antitrust Division with respect to such request. TICO expects to continue to work cooperatively with the Antitrust Division as it completes its review of the proposed transaction in order to respond to and resolve expeditiously any questions the Antitrust Division may have. The Offer is now scheduled to expire at 12:00 midnight, New York City time, on Wednesday, March 27, 2013. The transaction is expected to be completed immediately upon receiving regulatory approval from the Antitrust Division.

Computershare Trust Company, N.A., the depositary for the Offer, has advised TICO that, as of 5:00 p.m., New York City time, on March 6, 2013, 3,171,563 shares of common stock of Cascade …read more
Source: FULL ARTICLE at DailyFinance