Husky Injection Molding Systems Ltd. (Husky) and Onex Corporation (Onex) have entered into a support agreement whereby Onex will offer to acquire all of the issued and outstanding common shares of Husky at a price of US$8.18 cash per common share. The total equity value of the transaction is approximately $960 million. The US$8.18 per share cash consideration represents a 38.6% premium over the closing price of the common shares on the Toronto Stock Exchange on March 7, 2007, the last trading day prior to the announcement by Husky of the strategic review process. Husky's stock closed trading on September 27, 2007 at $7.58.
The transaction will be carried out by way of a statutory plan of arrangement that is subject to court, shareholder and normal regulatory approvals. Husky expects to hold a meeting of shareholders to consider the proposal on or about Thursday, December 6, 2007, and if approved, to complete the sale by mid-December 2007. Robert Schad, Husky's controlling shareholder, and his spouse, Elizabeth Schad, have entered into an exclusive and irrevocable voting agreement which provides that they will vote 47,705,670 common shares owned by them in favor of the arrangement. They have also agreed to vote an additional 3,971,713 shares controlled by them in favor of the arrangement. In total, this represents 44.08% of the issued and outstanding common shares of Husky.
The Board of Directors of Husky has unanimously recommended that shareholders accept the Offer. Husky, with assistance from its financial advisor, Citi, conducted an extensive strategic review process involving bids received from numerous interested strategic and financial investors. "When we began this process six months ago, my primary concern was to ensure that my stake in Husky would go to the right owner. Having concluded the review process, I am convinced that Onex is the right long-term home for Husky," said Robert Schad, Chairman of the Board of Directors and founder of Husky. "They have shown a solid appreciation of Husky's strategy and strengths, and bring expertise in a number of areas that will help take the Company to the next level."
"Husky's management team is excited about partnering with Onex to execute our strategic plan and continue to grow the business," said John Galt, President and Chief Executive Officer of Husky. "I am confident in Husky's long-term strategic direction and look forward to working with Onex in this next phase of our growth." "Husky is one of Canada's premier manufacturers and a globally recognized industry leader," said Anthony Munk, Managing Director, Onex Partners. "We are delighted to be partnering with Husky's management team and look forward to building on its history of product innovation and technology leadership