According to Clearwater Seafoods Income Fund it has passed an extraordinary resolution approving certain amendments to the trust indenture governing the debentures. The amendments provide for the redemption of all of the outstanding debentures by the Fund for a cash amount equal to 101 percent of the principal amount of each debenture plus accrued and unpaid interest to but excluding the closing date of the previously announced transaction pursuant to which CS Acquisition Limited Partnership, a partnership owned by a consortium led by Clearwater Fine Foods Inc., will acquire the business of the Fund.
Previously the Fund failed to pass the resolution due to a lack of quorum, until this morning in accordance with the provisions of the trust indenture. It is said that the transaction has provided for the redemption by the Fund of all of its outstanding trust units, other than certain trust units beneficially owned by members of the consortium, for cash consideration of $4.50 per trust unit.
It is told that the transaction was approved by the Fund’s unit holders at a meeting held on
September 22, 2008. The redemption price for the trust units and debentures will be paid to unit holders and debenture holders, respectively, without any further action on their part, upon the closing of the transaction, which remains subject to the satisfaction or waiver of various conditions, which are set forth in the transaction agreement between the parties entered into on August 14, 2008. The transaction is currently expected to close on or around October 17, 2008.
