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CI Financial Corp. - Tender Offer 2024 (US) - Launch
CI Financial Corp. Announces Cash Tender Offer for Any and All of its Outstanding 4.100% Notes Due 2051
21 MAY 2024
Full announcement including disclaimers and offer restrictions available via CI Financial
Sroll below for information on previous offers relating to CI Financial
TORONTO--(BUSINESS WIRE)--CI Financial Corp. (“CI” or the “Company”) (TSX: CIX) today announced that it has commenced a cash tender offer (the “Tender Offer”) to purchase any and all of its outstanding 4.100% Notes due 2051 (the “Notes”), as specified in the table below. Unless specified otherwise, references to “$” are to U.S. dollars. Capitalized terms used but not defined in this announcement have the meanings given to them in the Offer to Purchase (as defined below).
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CI Financial Announces Meetings of Debentureholders to be Held on April 4, 2024
20 MARCH 2024
Full announcement including disclaimers and offer restrictions available via CI Financial
Sroll below for information on previous offers relating to CI Financial
"TORONTO--(BUSINESS WIRE)-- CI Financial Corp. (TSX: CIX) (“CI Financial” or the “Corporation”) announced today that, in connection with its previously announced consent and proxy solicitation (“Consent and Proxy Solicitation”) seeking approval of certain proposed amendments (“Proposed Amendments”) from (i) holders (the “2025 Debentureholders”) of its 3.759% Debentures due 2025 (the “2025 Debentures”) issued under the second supplemental indenture (the “2019 Second Series Supplement”) to the trust indenture dated as of July 22, 2019, and (ii) holders (the “2027 Debentureholders”) of its 3.904% Debentures due 2027 (the “2027 Debentures”) issued under the sixth supplemental indenture (the “2009 Sixth Series Supplement”) to the trust indenture dated as of December 16, 2009, the meeting of the 2025 Debentureholders and the meeting of the 2027 Debentureholders will be held in person on April 4, 2024 at 10:00 a.m. (Toronto time) and 10:30 a.m. (Toronto time), respectively, at 199 Bay Street, Suite 5300, Commerce Court West, Toronto, Ontario.
As previously announced, in order to approve the Proposed Amendments via written consent, not less than 66 2/3% of the aggregate unpaid principal amount of the 2025 Debentures or 2027 Debentures must have delivered consents in favour of the Proposed Amendments by 5:00 p.m. (Toronto time) on March 19, 2024 (the “Consent Deadline”). As of the Consent Deadline, sufficient proxies to achieve the required quorum, and sufficient proxies in favour of the Proposed Amendments to approve the Proposed Amendments, at each meeting had been received. Accordingly, the Corporation expects the Proposed Amendments to be approved at the meetings, in each case, subject to any proxies that are validly revoked or newly submitted prior to the applicable meeting."
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CI Financial Announces Commencement of Consent Solicitation and Notice of Debentureholder Meetings
06 MARCH 2024
Full announcement including disclaimers and offer restrictions available via CI Financial
Sroll below for information on previous offers relating to CI Financial
TORONTO--(BUSINESS WIRE)-- CI Financial Corp. (TSX: CIX) (“CI Financial” or the “Corporation”) announced today it has called a meeting of the (i) holders (the “2025 Debentureholders”) of its 3.759% Debentures due 2025 (the “2025 Debentures”) issued under the second supplemental indenture (the “2019 Second Series Supplement”) to the trust indenture dated as of July 22, 2019, and (ii) holders (the “2027 Debentureholders”) of its 3.904% Debentures due 2027 (the “2027 Debentures”), issued under the sixth supplemental indenture (the “2009 Sixth Series Supplement”) to the trust indenture dated as of December 16, 2009, and that it has also commenced a solicitation of written consents and proxies (the “Consent and Proxy Solicitation”), to approve certain amendments to both the 2019 Second Series Supplement and the 2009 Sixth Series Supplement (together, the “Supplements” and each a “Supplement”).
The proposed amendments seek to remove the covenant contained in section 2.9 of each Supplement, which prevents any subsidiary of the Corporation from creating, assuming, or otherwise directly incurring certain indebtedness. The proposed amendments would conform the Supplements with each other series of debentures the Corporation has issued, which do not contain a similar covenant or restriction. The proposed amendments are further described in the Joint Consent and Proxy Solicitation Statement (the “Solicitation Statement”) dated March 6, 2024, a copy of which will be mailed to both the 2025 Debentureholders and 2027 Debentureholders. Debentureholders are urged to read and carefully consider the information contained in the Solicitation Statement.
The meeting of the 2025 Debentureholders and the meeting of the 2027 Debentureholders will be held on April 4, 2024 at 10:00 a.m. and 10:30 a.m., respectively. The record date for determining 2025 Debentureholders and 2027 Debentureholders entitled to vote at the respective meetings has been set as 5:00 p.m. (Toronto time) on March 5, 2024. Debentureholders entitled to vote at the respective meetings as of the record date shall have one vote for every $1,000 of debentures held.
If 2025 Debentureholders representing not less than 66 2/3% of the aggregate unpaid principal amount of the 2025 Debentures deliver valid consents in favour of the proposed amendment by 5:00 p.m. (Toronto time) on March 19, 2024 (the “Consent Deadline”), the meeting of 2025 Debentureholders will be cancelled. If 2027 Debentureholders representing not less than 66 2/3% of the aggregate unpaid principal amount of the 2027 Debentures deliver valid consents in favour of the proposed amendment by the Consent Deadline, the meeting of 2027 Debentureholders will be cancelled.
If the proposed amendments to each of the 2019 Second Series Supplement and 2009 Sixth Series Supplement are approved via written consent or at the meetings of 2025 Debentureholders and 2027 Debentureholders, the Corporation will pay (i) the 2025 Debentureholders that delivered a valid consent prior to the Consent Deadline, a consent fee equal to $6.00 per $1,000 aggregate principal amount of 2025 Debentures held, and (ii) the 2027 Debentureholders that delivered a valid consent prior to the Consent Deadline, a consent fee equal to $12.50 per $1,000 aggregate principal amount of 2027 Debentures held.
No consent fee will be payable to either the 2025 Debentureholders and 2027 Debentureholders unless both proposed amendments are approved. 2025 Debentureholders and 2027 Debentureholders that do not validly deliver a consent before the Consent Deadline will not receive a consent fee, regardless of whether the amendments are approved or not. CI retains the right to waive or modify the terms and conditions of the Consent and Proxy Solicitation at its sole discretion.
The Corporation has retained RBC Dominion Securities Inc. (“RBC”) as Solicitation Agent and Computershare Trust Company of Canada (“Computershare”) as Tabulation Agent in connection with the Consent and Proxy Solicitation and meetings. Questions concerning the meetings and the Consent and Proxy Solicitation, or requests for assistance in participating in the meetings or the Consent and Proxy Solicitation, should be directed to RBC by telephone at (416) 842-6311 or 1-877-381-2099 or by email at liability.management@rbccm.com."
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CI Financial Corp. Announces Expiration of Tender Offers for Three Series of Debentures
19 MAY 2023
Full announcement including disclaimers and offer restrictions available via CI Financial
"TORONTO--(BUSINESS WIRE)-- CI Financial Corp. (“CI” or the “Offeror”) (TSX: CIX) announced today the final pricing of its tender offers to purchase for cash, in three separate offers (the “Offers”), a targeted aggregate principal amount of up to $1,000,000,000 of the outstanding debentures of the three series set forth in the table below (collectively, the “Debentures”), on the terms and conditions set forth in the Offer to Purchase dated May 11, 2023 (the “Offer to Purchase”). References to “$” are to the Canadian dollar. Capitalized terms used but not defined in this announcement have the meanings given to them in the Offer to Purchase.
Offers
The table below sets out the Final Acceptance Amount, the Canadian Offer Yield and the Consideration in respect of each series of Debentures validly tendered and accepted for purchase pursuant to the Offers.
CI Financial Corp. Announces Expiration of Tender Offers for Three Series of Debentures
18 MAY 2023
Full announcement including disclaimers and offer restrictions available via Businesswire
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"The Offeror offered to purchase the Debentures set forth in the table below. According to information provided by the Tender Agent (as defined below), an aggregate principal amount of $703,068,000 of Debentures were validly tendered in connection with the Offers at or prior to the Expiration Date and not validly withdrawn. The table below provides certain information about the Offers, including the approximate aggregate principal amount of each series of Debentures validly tendered and not validly withdrawn prior to the Expiration Date.
CI Financial Corp. Commences Tender Offers for Three Series of Debentures
11 MAY 2023
Full announcement including disclaimers and offer restrictions available via CI Financial
"TORONTO--(BUSINESS WIRE)-- CI Financial Corp. (“CI” or the “Offeror”) (TSX: CIX) today announced that it is offering to purchase for cash, in three separate offers (the “Offers”), a targeted aggregate principal amount of up to $1,000,000,000 (the “Maximum Purchase Amount”) of the outstanding debentures of the three series set forth in the table below (collectively, the “Debentures”), on the terms and conditions set forth in the Offer to Purchase dated May 11, 2023 (the “Offer to Purchase”). Unless specified otherwise, references to “$” are to the Canadian dollar. Capitalized terms used but not defined in this announcement have the meanings given to them in the Offer to Purchase.
Offers
CI is offering to purchase the Debentures set forth in the table below:"
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