Attention Business/Financial Editors:
Clearwater Seafoods Income Fund Announces Debentureholder Approval of
amendments to debenture trust indenture
/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR
FOR DISSEMINATION IN THE UNITED STATES/
HALIFAX, October 6, 2008 /CNW/ - Clearwater Seafoods Income Fund (the "Fund")
(TSX: CLR.UN. CLR.DB, CLR.DB.A) announced that, earlier today in Halifax, Nova
Scotia, the holders of each series of the Fund's convertible debentures passed
an
extraordinary resolution approving certain amendments to the trust indenture
governing
the The amendments provide for the redemption of all of the
debentures. outstanding
debentures by the Fund for a cash amount equal to 101% 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. The meeting was originally convened on September 22, 2008,
in
Halifax Nova Scotia, but was adjourned, due to a lack of quorum, until this
morning in
accordance with the provisions of the trust indenture.
The transaction also provides 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. The transaction was
approved
by the Fund's unitholders at a meeting held on September 22, 2008.
The redemption price for the trust units and debentures will be paid to
unitholders and
debentureholders, 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 (a copy of which can be obtained at www.sedar.com). The
transaction is currently expected to close on or around October 17, 2008.
Commentary regarding forward-looking statements
This news release may contain forward-looking statements, including in
connection with
the transactions contemplated by the transaction agreement. Such statements are
subject
to known and unknown risks, uncertainties, and other factors outside
management's
control that could cause actual results to differ materially from those
expressed in the
forward looking statements, including, but not limited to, that the parties will
not satisfy
(or waive) the closing conditions of the transaction and/or that the
transactions
contemplated by the transaction agreement will not be successfully completed for
any
reason. These statements are also based on various assumptions, including that
the
various closing co- forth in the transaction agreement will
or
di-
io-
s
waived andthat thet- will close. The Fund does not assume
for
a-
s-
c-
i-
n
the accuracy and completeness of the forward-looking statements and does not
undertake
any obligation to publicly revise these forwar- statements to reflect
subsequent
-looki-
g
events or circumstances, other than as required by applicable laws.
About Clearwater
Clearwater is recognized for its consistent quality, wide diversity and reliable
delivery of
premium seafood, including scallops, lobster, clams, coldwater shrimp, crab and
ground
fish.
Since its founding in 1976, Clearwater has invested in science, people,
technology,
resource ownership and resource management to preserve and grow its seafood
resource.
This commitment has allowed it to remain a leader in the global seafood market.
For further information: Robert Wight, Chief Financial Officer, Clearwater,
(902) 457-
2369; Tyrone Cotie, Director of Corporate Finance and Investor Relations,
Clearwater,
(902) 457-8181
Clearwater Seafoods Income Fund Announces Debentureholder Approval of amendments to debenture trust indenture
| Quelle: Clearwater Finance Inc.