Business
Urbana Corporation Announces Results of Caldwell LP Meetings to Approve Sale of NYSE Euronext Shares to Urbana
/NOT FOR DISTRIBUTION TO U.S. WIRE SERVICES OR FOR DISSEMINATION IN THE U.S./ TSX: URB, URB.A, UR...
About this update from Urbana Corporation
[{"type":"text","content":"\n\n\n\n/NOT FOR DISTRIBUTION TO U.S. WIRE SERVICES OR FOR DISSEMINATION IN THE\n\n\nU.S./\n\n\nTSX: URB, URB.A, URB.WT, URB.WT.A\n\n\nTORONTO, Nov. 28 /CNW/ - On October 25, 2007, Urbana Corporation\n("Urbana") (TSX: URB, URB.A, URB.WT, URB.WT.A) announced that it had entered\ninto agreements to purchase up to 1,403,652 common shares of NYSE Euronext\nfrom certain vendor-funds, namely, Caldwell New York Limited Partnership,\nCaldwell New York LP II, Caldwell New York LP IV and Caldwell Palos New York\nLP (the "Caldwell LPs") (the "Proposed Transaction"). As noted in Urbana's\nOctober 25, 2007 press release, the Proposed Transaction is subject to a\nnumber of conditions. Urbana is pleased to announce today that an important\ncondition has been met. Meetings of limited partners of each of the Caldwell\nLPs were held today and the approval of three of the four limited\npartnerships, namely, Caldwell New York Limited Partnership, Caldwell New York\nLP II and Caldwell New York LP IV ("Participating Caldwell LPs"), was obtained\nfor the Proposed Transaction.\n\n\nUrbana is scheduled to hold a Special Meeting tomorrow, November 29th, at\nwhich its own shareholders will vote on the Proposed Transaction. Assuming\nthat the necessary Urbana shareholder approval is obtained for the Proposed\nTransaction and the other conditions to closing are met, Urbana will acquire\napproximately 1,244,600 NYSE Euronext common shares, approximately 799,796 of\nwhich will be freely tradable and approximately 444,804 of which will be\nsubject to transfer restrictions until the earlier of March 7, 2009 or such\ntime as NYSE Euronext removes the trading restrictions. As consideration for\nthe 1,244,600 NYSE Euronext common shares and any treasury bills owned by the\nCaldwell LPs, Urbana will issue approximately 23,802,340 Non-Voting Class A\nShares to the Participating Caldwell LPs, approximately 15,934,740 of which\nwill be freely tradable and approximately 7,867,600 of which will have\ntransfer restrictions ("Restricted Urbana Non-Voting Class A Shares")\nmirroring those of the restricted NYSE Euronext common shares.\n\n\nLimited partners will receive the following on dissolution of the\nParticipating Caldwell LPs for each of their LP units (approximations):\n\n\n Unrestricted Urbana Restricted Urbana\n No...