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Horizon North Logistics Inc. Announces Closing of Transaction with Dexterra

Horizon North Logistics Inc. Announces Closing of Transaction with Dexterra Canada...

articleDexterra Group, Inc.May 29, 20204/company/dexterra-group-inc/news/horizon-north-logistics-inc-announces-closing-of-transaction-with-dexterra
Horizon North Logistics Inc. Announces Closing of Transaction with Dexterra

About this update from Dexterra Group, Inc.

[{"type":"text","content":"\n\n\n\nHorizon North Logistics Inc. Announces Closing of Transaction with Dexterra\n\n/* Style Definitions */\nspan.prnews_span\n{\nfont-size:8pt;\nfont-family:\"Arial\";\ncolor:black;\n}\na.prnews_a\n{\ncolor:blue;\n}\nli.prnews_li\n{\nfont-size:8pt;\nfont-family:\"Arial\";\ncolor:black;\n}\np.prnews_p\n{\nfont-size:0.62em;\nfont-family:\"Arial\";\ncolor:black;\nmargin:0in;\n}\n\n\n\n\n\n\n\nCanada NewsWire\nCALGARY, May 29, 2020\n\n\n\nCALGARY, May 29, 2020 /CNW/ - Horizon North Logistics Inc. (\"Horizon North\" or the \"Corporation\") (TSX: HLN.TO) is pleased to announce completion of the previously announced transaction (the \"Transaction\") with 10647802 Canada Limited, operating as Dexterra Integrated Facilities Management (\"Dexterra\"), a subsidiary of Fairfax Financial Holdings Limited (TSX: FFH and FFH.U) (\"Fairfax Financial\").  Pursuant to the Transaction, Horizon North acquired all of the outstanding common shares of Dexterra and in exchange issued 158,929,967 common shares of Horizon North (\"Common Shares\") to Dexterra's sole shareholder, 9477179 Canada Inc. (\"Dexterra Parent\"), a wholly-owned subsidiary of Fairfax Financial. Accordingly, Fairfax Financial controls a 49% interest in the newly combined company, while existing Horizon North shareholders maintain a 51% interest. Prior to the Transaction, Fairfax Financial had no ownership interest in Horizon North, and the Common Shares were acquired in the normal course of investment activity. \n\n \n \n \n \n \n \n\n \nIn connection with closing of the Transaction, Horizon North entered into an investor rights agreement (the \"Investor Rights Agreement\") with Dexterra Parent to provide for certain governance matters and matters related to Dexterra Parent's ability to transfer its Common Shares. In particular, pursuant to the Investor Rights Agreement, Dexterra Parent has agreed not to sell its Common Shares for 24 months. A copy of the Investor Rights Agreement will be filed under Horizon North's profile on SEDAR at www.sedar.com.\nIn addition, pursuant to the Transaction and terms of the Investor Rights Agreement, the board of directors of Horizon North (the \"Board\") is now comprised of four members of the previous Horizon North Board (being Kevin Nabholz, Russell Newmark, Mary Garden and Rod Graham) and four new members nominated by Dexterra Par...

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