TORONTO, Sept. 26,
2022 /CNW/ - E-L Financial Corporation Limited (TSX:
ELF) (TSX: ELF.PR.F) (TSX: ELF.PR.G) (TSX: ELF.PR.H) (the
"Company") announced today the preliminary results of its
"modified Dutch auction" substantial issuer bid (the
"Offer"). Pursuant to the Offer, the Company offered to
purchase for cancellation up to $100,000,000 in value of its outstanding common
shares (the "Shares") from holders of Shares (the
"Shareholders") for cash. The Offer expired at 5:00 p.m. (Toronto time) on September 26, 2022.
Based on the preliminary count by Computershare Investor
Services Inc. (the "Depositary"), the Company expects to
take up and pay for approximately 103,626 Shares at a price of
$965.00 per Share under the Offer,
representing an aggregate purchase amount of approximately
$100,000,000 and 2.83% of the total
number of the Company's issued and outstanding Shares before giving
effect to the Offer. After giving effect to the Offer, the Company
expects to have 3,557,090 Shares issued and outstanding.
Payment and settlement of the Shares purchased pursuant to the
Offer will be effected by the Depositary in accordance with the
settlement procedures described in the Offer Documents. An
aggregate of approximately 105,361 Shares were validly tendered and
not withdrawn pursuant to auction tenders at or below the purchase
price and purchase price tenders. Since the Offer was
oversubscribed, Shareholders who made auction tenders at or below
the purchase price and purchase price tenders will have the number
of Shares purchased prorated following the determination of the
final results of the Offer (other than "odd lot" tenders, which are
not subject to proration). The Company expects that such
Shareholders who made auction tenders at or below the purchase
price and the purchase price tenders will have approximately 98.29%
of their successfully tendered Shares purchased by the Company.
Shareholders who made auction tenders at a price in excess of
$965.00 per Share will have their
Shares returned by the Depositary.
The number of Shares to be purchased, the proration factor and
the purchase price under the Offer are preliminary. Final results
will be determined subject to confirmation by the Depositary of the
proper delivery of the Shares validly tendered and not withdrawn.
Upon take up and payment of the Shares purchased, the Company will
release the final results, including the final purchase price, the
final proration factor, the estimated paid-up capital per Share and
the "specified amount" for purposes of subsection 191(4) of the
Income Tax Act (Canada).
Details of the Offer are described in the offer to purchase and
issuer bid circular dated August 16,
2022, as amended by a notice of change dated August 31, 2022, as well as the related letter of
transmittal and notice of guaranteed delivery (the "Offer
Documents"), copies of which were filed and are available on
SEDAR at www.sedar.com.
This press release is for informational purposes only and does
not constitute an offer to buy or the solicitation of an offer to
sell the Company's Shares.
About E-L Financial Corporation
Limited
E-L Financial operates as an investment and insurance holding
company. In managing its operations, the Company distinguishes
between two operating segments, E-L Corporate and Empire Life.
E-L Corporate represents investments in stocks and fixed income
securities held directly and indirectly through pooled funds,
closed-end investment companies and other investment companies. The
investment strategy is to accumulate shareholder value through
long-term capital appreciation and dividend and interest income
from its investments.
Empire Life is a subsidiary of the Company. Since 1923, Empire
Life has provided individual and group life and health insurance,
investment and retirement products to Canadians. Empire Life's
mission is to make it simple, fast and easy for Canadians to get
the investment, insurance and group benefits coverage they need to
build wealth, generate income, and achieve financial security.
Forward Looking
Statements
This press release may contain forward-looking information
within the meaning of applicable securities regulation. The words
"may", "will", "would", "should", "could", "expects", "plans",
"intends", "trends", "indications", "anticipates", "believes",
"estimates", "predicts", "likely" or "potential" or the negative or
other variations of these words or other comparable words or
phrases, are intended to identify forward-looking statements. These
statements include, without limitation, statements regarding the
terms and conditions of the Offer, including the aggregate number
of Shares to be purchased for cancellation under the Offer, the
final purchase price under the Offer and the number of Shares
expected to be issued and outstanding after completion of the
Offer. The Company believes the expectations reflected in the
forward-looking statements in this press release are reasonable but
no assurance can be given that these expectations will prove to be
correct and such forward- looking statements should not be unduly
relied upon. Forward-looking information is based on a number of
assumptions and is subject to a number of risks and uncertainties
that may cause the results or events mentioned in this press
release to differ materially from those that are discussed in or
implied by such forward-looking information. These risks and
uncertainties include, but are not limited to, general, local
economic, and business conditions. All forward-looking information
in this press release speaks as of the date hereof. The Company
does not undertake to update any such forward-looking information
whether as a result of new information, future events or otherwise.
Additional information about these assumptions and risks and
uncertainties is disclosed in filings with securities regulators
filed on SEDAR (www.sedar.com).
SOURCE E-L Financial Corporation Limited