Stone Investment extends offer for debentures, starts CBCA proceedings

By Wendy Van Sickle

Columbus, Ohio, Dec. 30 – Stone Investment Group Ltd. has obtained a preliminary interim order under the Canada Business Corporations Act (CBCA) from the Ontario Superior Court of Justice and has again extended the offer period of its cash offer to purchase its C$12 million outstanding of 9% debentures, according to a news release.

The offer will now expire at 5 p.m. ET on Jan. 28, pushed out from 5 p.m. ET on Dec. 28.

Previously, the company increased the amount it is willing to pay per debenture to C$800 from C$770.

The preliminary interim court order grants a stay of proceedings in favor of stone in respect of defaults that may arise from its decision to initiate the CBCA proceedings as well as events of default under the debentures, including the failure to make payment of all principal and interest owing under the debentures on Dec. 28.

The court process was initiated to effect fundamental changes under an arrangement under the CBCA, which, if approved, is expected to include the completion of the transaction contemplated by the cash offer and an extension to the debentures’ maturity date.

Completion of this proposed restructuring transaction is subject to, among other things, issuance of an interim order by the court approving the holding of one or more meetings for securityholders to consider and vote on a plan of arrangement and the approval of that plan by the requisite securityholders; court approval of the plan of arrangement; and the receipt of all necessary regulatory approvals. If approved, the plan of arrangement would be binding upon all affected holders of debentures.

Stone said it plans to make the pending interest payment on the debentures.

Bennett Jones LLP is Stone’s legal adviser in connection with the CBCA proceedings.

Stone Investment is an independent wealth management company based in Toronto.

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