Slate Asset Management Completes Acquisition of Huntingdon Capital Corp. and Assumes Management of FAM REIT
Tuesday, November 04, 2014
Slate Asset Management LP (“Slate”) and Huntingdon Capital Corp. (“Huntingdon”) (TSX: HNT) (TSX: HNT.DB) (TSX: HNT.WT) today completed the previously announced plan of arrangement (the “Arrangement”) between Huntingdon and Slate Capital Corporation (“Slate Capital”), a wholly-owned subsidiary of Slate, whereby Slate Capital acquired all of the issued and outstanding shares of Huntingdon in a cash transaction valued at approximately $210 million.
With the completion of the Arrangement, Slate has assumed the management of FAM Real Estate Investment Trust (TSX: F.UN) (TSX: F.WT) (“FAM REIT”) and the amended and restated management agreement with FAM REIT dated as of August 12, 2014 has taken effect. Slate expects that Messrs. Blair Welch and Brady Welch will assume the roles of interim Chief Executive Officer and interim Chief Financial Officer of FAM REIT, respectively, on or about November 6, 2014.
Under the terms of the Arrangement, Huntingdon shareholders received as consideration $13.25 in cash for each issued and outstanding Huntingdon common share. Huntingdon warrantholders holding unexercised common share purchase warrants of Huntingdon received as consideration $13.25 in cash less the exercise price of $9.00 for each such Huntingdon warrant. In addition, in connection with the Arrangement, Huntingdon has repurchased $27,860,000 principal amount of its outstanding 7.5% secured debentures of Huntingdon due on December 31, 2016 in accordance with the terms of Hutingdon’s previously announced offer for such debentures.
As the Arrangement has now been completed, the Huntingdon common shares and Huntingdon warrants are expected to be de-listed from the TSX effective as of the close of business on November 7, 2014.
Blair Welch, Partner and Co-Founder of Slate, said:
“Slate is truly excited to have completed this significant transaction. It is our view that the acquisition of Huntingdon, coupled with assuming the management of FAM, represents an extraordinary opportunity to build a leading Canadian real estate platform with significant opportunity for growth. In this regard, we look forward to working alongside fellow unitholders of FAM and equally look forward to welcoming employees of Huntingdon to Slate’s team of talented real estate professionals.”
BMO Capital Markets acted as financial advisor and McCarthy Tétrault LLP served as legal counsel to Slate in connection with this transaction. Trimaven Capital Advisors Inc. and Evercore Partners Canada Ltd. acted as financial advisors and Borden Ladner Gervais LLP acted as legal counsel to Huntingdon.
Slate Asset Management LP is a leading real estate investment platform with over $2 billion in assets under management. Slate is a value-oriented company and a significant sponsor of all its private and publically-traded investment programs, which are tailored to the unique goals and objectives of its investors. The firm’s careful and selective investment approach creates long term value with an emphasis on capital preservation and outsized returns. Slate is supported by exceptional people, flexible capital and a proven ability to originate and execute on a wide range of compelling investment opportunities. More information is available at www.slateam.com.