Glen Burnie has adopted a shareholders rights plan that becomes effective when a shareholder who has acquired or obtained the right to acquire 10 percent or more of Glen Burnie's voting shares before the adoption of the plan acquires 20 percent or more of its voting shares.
Commenter represents that Glen Burnie has elected to be subject to a provision in Maryland law that generally prohibits a shareholder who owns 20 percent or more of a company's voting shares ("control shares") from voting the control shares unless the right to vote the control shares has been approved by two-thirds of the company's disinterested shareholders.
in which the Board denied a bank holding company's application to acquire less than 25 percent of the voting shares of a bank because a single shareholder held more than 50 percent of the voting shares of the bank and vigorously opposed the acquisition.
Winston, an investment broker, acted as sole placement agent to the Company for the transaction and will receive in compensation a cash commission of 7% of the net proceeds and an agent warrant to purchase up to 3,075,416 subordinate voting shares at a price of CAN$0.
This announcement is not an offer to sell or the solicitation of an offer to buy the secured convertible notes, the warrants or subordinate voting shares of the Company.
Global believes that recent market prices of its subordinate voting shares
do not properly reflect their underlying value and the cancellation of these shares are in the best interest of Global and its shareholders.
This price was based on an independent valuation of Mont Saint-Sauveur prepared by PricewaterhouseCoopers LLP and negotiations with a group of supporting shareholders holding 961,111 Class A Subordinate Voting Shares of Mont Saint-Sauveur.
Pursuant to the amalgamation, except for shares held by a dissenting shareholder, each Class A Subordinate Voting Share of Mont Saint-Sauveur will be converted into one redeemable share of the amalgamated corporation, each Class B Share of Mont Saint-Sauveur will be converted into one common share of the amalgamated corporation, and each common share of the newly-incorporated corporation will be converted into one common share of the amalgamated corporation.
The Corporation believes that the purchase of its subordinate voting shares at prevailing market prices may, from time-to-time, be a worthwhile investment for the Corporation.
The Corporation's subordinate voting shares are listed on the Toronto Stock Exchange.