Clearwater Seafood shareholders have voted to approve the previously announced plan of arrangement pursuant to the Canada Business Corporations Act to allow a coalition of Mi’kmaq First Nations and Premium Brands Holdings Corporation to acquire all of the issued and outstanding common shares of Clearwater.
The Arrangement required approval by the affirmative vote of at least two-thirds of the votes cast by holders of the Shares represented in person or by proxy at the Meeting. Of the votes cast at the Meeting with respect to the Arrangement, a total of 45,812,801 Shares were voted in favour of the Arrangement, representing approximately 99.89% of the votes cast on the special resolution approving the Arrangement. Clearwater’s full report of voting results will be filed under Clearwater’s issuer profile at www.sedar.com.
Approval of the Arrangement under the Competition Act was received January 6, 2021. Clearwater intends to seek a final order of the Supreme Court of Nova Scotia (the “Court”) to approve the Arrangement at a hearing to be held on Friday, January 8, 2021. Subject to the issuance of the final order, the Arrangement is expected to close and take effect on or about January 25, 2021.
Upon the closing of the Arrangement, registered shareholders of Clearwater must submit their share certificates along with a duly completed letter of transmittal in order to receive the cash consideration under the Arrangement. A letter of transmittal was mailed to all registered shareholders. In addition, the letter of transmittal was filed under Clearwater’s issuer profile at www.sedar.com. Registered shareholders of Clearwater who properly complete, duly execute and deliver the letter of transmittal, along with their share certificates, will receive the cash consideration per Share due pursuant to the Arrangement.
Clearwater is one of North America’s largest vertically-integrated seafood companies and the largest holder of shellfish licenses and quotas in Canada. It is recognized globally for its superior quality, food safety, diversity of species and reliable worldwide delivery of premium wild, eco-certified seafood, including scallops, lobster, clams, coldwater shrimp, langoustine, whelk and crab. Since its founding in 1976, Clearwater has invested in science, communities, people and technological innovation, as well as resource management to sustain and grow its seafood resource.
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