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VANCOUVER, March 7 /CNW/ --
Trading Symbol: The Toronto Stock Exchange - GRO
VANCOUVER, March 7 /CNW/ - Sun Gro Horticulture Inc. ("Sun Gro"), today
announced that it has been advised by 1582956 Alberta Ltd. (the
"Offeror") that 21,036,424 common shares (the "Sun Gro Shares") of Sun
Gro have been deposited to the Offeror's offer to acquire all of the
issued and outstanding Sun Gro Shares for C$6.60 in cash per Sun Gro
Share (the "Offer"). The Sun Gro Shares deposited to the Offer
represent approximately 94.4% of the issued and outstanding Sun Gro
Shares as of March 4, 2011. Sun Gro has been further advised that
these Sun Gro Shares were taken up as of March 3, 2011.
Sun Gro has also been advised that the Offeror intends to exercise its
statutory rights under the compulsory acquisition provisions of the Canada Business Corporations Act to acquire, at the offer price of $6.60 in cash per share, the
remaining shares that the Offeror did not acquire under the Offer, as
described in the Offer. The Offeror anticipates that the compulsory
acquisition of the remaining shares will be completed no later than
March 8, 2011. Sun Gro intends to cause the Sun Gro Shares to be
delisted from the Toronto Stock Exchange and cause Sun Gro to cease to
be a reporting issuer under applicable securities laws as soon as
possible.
Blair Franklin Capital Partners Inc. acted as exclusive financial
advisor to Sun Gro, and Borden Ladner Gervais LLP acted as legal
counsel. Bennett Jones LLP and the Law Firm of Norman H. Winter acted
as legal counsel to the Offeror.
About Sun Gro
Sun Gro is the largest producer and distributor of peat and bark-based
growing mixes to professional plant growers in the US and Canada. It
is also North America's largest producer and distributor of sphagnum
peat moss, with approximately 65,000 acres of peat bogs under
lease. Sun Gro sells its professional products primarily to greenhouse,
nursery and specialty crop growers. The company also sells peat moss
and potting mixes to retail customers, either by way of private label
partnerships or under its own brand names. In addition, Sun Gro sells
sand-based mixes to golf course developers and landscapers. The
company's North America-wide production network now comprises 12
Canadian plants and 13 US plants.
Forward-Looking Statements
Certain statements contained in this news release are forward-looking
statements and information within the meaning of the applicable
Canadian securities legislation (collectively "forward-looking
statements"), including statements relating to the expected timing of
the compulsory acquisition, the Offeror's intentions regarding
de-listing the Shares from the Toronto Stock Exchange and causing Sun
Gro to cease to be a reporting issuer, and any other statements that
that are not historical facts. The terms "anticipates" and "intends"
and similar terms and phrases are intended to identify these
forward-looking statements. Such forward-looking statements involve
known and unknown risks, uncertainties and other factors that may cause
the actual results to differ materially from those implied by these
forward-looking statements. These factors should be considered
carefully, and readers should not place undue reliance on
forward-looking statements made by Sun Gro.
Although Sun Gro believes that the expectations reflected by the
forward-looking statements presented in this release are reasonable,
the forward-looking statements have been based on assumptions and
factors concerning future events that may prove to be inaccurate. Those
assumptions and factors are based on information currently available to
Sun Gro. Any forward-looking statement speaks only as of the date on
which such statement is made, and, except as required by applicable
law, Sun Gro undertakes no obligation to update any forward-looking
statement to reflect events or circumstances after the date on which
such statement is made or to reflect the occurrence of unanticipated
events, except as required by law.
To view this news release in HTML formatting, please use the following URL: http://www.newswire.ca/en/releases/archive/March2011/07/c8628.html
pBradley A. Wiensbr/ Vice-President, Finance and CFO br/ Sun Gro Horticulture Inc.br/ Tel: (425) 373-3603br/ Email: a href="mailto:bradw@sungro.com"bradw@sungro.com/abr/ Website: a href="http://www.sungro.com"www.sungro.com/a/p