/Not for Distribution to U.S. Newswire Services or for
Dissemination in the United
States/
MONTREAL and
VANCOUVER, May 10, 2013 /CNW Telbec/ - EACOM Timber
Corporation (TSXV: ETR) ("EACOM") and Kelso & Company
("Kelso") jointly announce that ET Acquisition Corporation
(the "Offeror"), a corporation indirectly owned by funds
managed by Kelso, has extended the expiry time of the offer by the
Offeror to acquire all of the common shares of EACOM (the
"Common Shares") for $0.38 in
cash per common share (the "Offer") until 5:00 p.m. (Toronto time) on June
14, 2013 (the "Expiry Time") to allow required
regulatory approvals to be obtained. All other terms and conditions
of the Offer described in the Offeror's Offer and Circular dated
April 5, 2013 remain the same.
The Offeror's obligation to take up and pay for
EACOM Shares deposited under the Offer is conditional upon, among
other things, required regulatory approvals and consents having
been obtained. These include consents of the Ontario Ministry of
Natural Resources ("OMNR") under applicable legislation with
respect to the deemed transfer of certain forestry licences.
Together, EACOM and Kelso have submitted an application and
documentation to the OMNR and are in ongoing discussions with the
OMNR in order to satisfy their review process in an efficient
manner. As of the date hereof, the required consents of the OMNR
have not yet been obtained. The Offeror anticipates, though there
can be no assurance, that such consents will be obtained prior to
the Expiry Time. Under the Support Agreement between EACOM and the
Offeror, the Offer must be extended for further specified periods
to allow additional time for the consents to be obtained, if
possible.
The Offer is now open for acceptance until
5:00 p.m. (Toronto time) on June
14, 2013 unless further extended, and is conditional upon,
among other things, customary regulatory approvals and there having
been validly deposited (and not withdrawn), together with any
Common Shares owned or controlled by the Offeror and its
affiliates, at least 662/3% of the outstanding Common
Shares (on a fully-diluted basis).
A notice announcing the extension of the Offer
will be sent by the Offeror to EACOM shareholders. The notice will
also be available for review under EACOM's profile on SEDAR at
www.sedar.com.
All questions regarding the Offer and how to
tender Eacom Shares should be directed to Laurel Hill Advisory
Group at 1‐877‐452‐7184 (North American Toll Free) or 416‐304‐0211
(Banks, Brokers or Collect Calls) or via email at
assistance@laurelhill.com.
The Board of Directors of EACOM UNANIMOUSLY
DETERMINED that the Offer is in the best interests of EACOM and
holders of EACOM Shares and UNANIMOUSLY RECOMMENDS that
Shareholders ACCEPT the Offer and DEPOSIT their EACOM Shares under
the Offer.
Please tender by 5:00
p.m. (Toronto Time) on June 14,
2013.
About EACOM
EACOM Timber Corporation is a TSX-V listed
company. The business activities of EACOM consist of the
manufacturing, marketing and distribution of lumber, wood chips and
woodbased value-added products, and the management of forest
resources. EACOM owns eight sawmills, all located in Eastern Canada, and related tenures. The mills
are Timmins, Nairn Centre, Gogama, Elk
Lake and Ear Falls in
Ontario, and Val-d'Or, Ste-Marie and Matagami in Quebec. The mills in Ear Falls, Ontario and Ste-Marie, Quebec are currently idled. As a
result of improved market conditions, operations in Val-d'Or and Matagami which had been temporarily shut down
in 2011 resumed during the third quarter of 2012. The mill in
Timmins was seriously damaged by
fire in January 2012 and remains shut
down. EACOM also owns a lumber remanufacturing facility in
Val-d'Or, Quebec, and a 50%
interest in an "I" joist plant in Sault
Ste-Marie, Ontario.
About Kelso
Kelso & Company is one of the oldest and
most established firms specializing in private equity. Since 1980,
Kelso has invested in over 115 companies in a broad range of
industry sectors with aggregate initial capitalization at closing
of over $40 billion. The firm is
currently investing its eighth investment partnership, Kelso
Investment Associates VIII, L.P., with $5.1
billion of committed capital. For more information, please
visit www.kelso.com.
Forward-Looking Information:
All statements in this news release that are
not based on historical facts are "forward-looking statements". In
this news release, such forward-looking statements include
statements regarding the ability of Kelso to complete the take-over
bid, the anticipated benefits of the take-over bid, the anticipated
benefits to EACOM shareholders of the take-over bid, the timing of
the take-over bid and the anticipated receipt of regulatory
approvals for the take-over bid. While management has based any
forward-looking statements contained herein on its current
expectations, the information on which such expectations were based
may change. These forward-looking statements rely on a number of
assumptions concerning future events and are subject to a number of
risks, uncertainties and other factors, many of which are beyond
our control and could cause actual results to materially differ
from such statements. Such risks, uncertainties and other factors
include, but are not necessarily limited to, those set forth under
"RISKS AND UNCERTAINTIES" in the Company's current MD&A, and
under "RISK FACTORS" in the Company's Filing Statement dated
January 8, 2010.
Additional information relating to EACOM is
available at www.eacom.ca and on SEDAR at www.sedar.com.
SOURCE EACOM