TSX: SPF.UN
CALGARY, Oct. 19 /CNW/ - Superior Plus Income Fund (the "Fund") announced
today that Superior Plus Inc. has successfully closed the acquisition of all
of the issued and outstanding shares of JW Aluminum Holding Company ("JWA"), a
leading manufacturer of specialty flat-rolled aluminum products, for a
purchase price of US $350 million (approximately Cdn. $412 million) through
its wholly-owned US subsidiary on a debt free basis, subject to certain
adjustments. The acquisition was previously announced on September 29, 2005.
"We are excited about the acquisition which provides Superior Plus with
further business diversification and another strong platform for value growth.
We are looking forward to working with JWA's existing management to meet their
goals and strategies and continue to profitably grow the business," said
Mr. Geoff Mackey, President and CEO of Superior Plus.
The acquisition is expected to be immediately accretive and the Fund
previously announced that it would raise its monthly cash distribution by 2.5%
to $0.205 per trust unit ($2.46 on an annualized basis), effective for the
November distribution payable on or before December 15, 2005. This
distribution is expected to be declared on or about November 3, 2005.
The acquisition was partially financed by the Fund's public offering of
6,215,000 Subscription Receipts for gross proceeds of $160,036,250 (the
"Subscription Receipts") and $75,000,000 of 5.85% Extendible Convertible
Unsecured Subordinated Debentures (the "Debentures"), which closed earlier
today. The Subscription Receipts and Debentures were offered to the public
through a syndicate of underwriters co-led by Scotia Capital Inc. and RBC
Capital Markets. The remaining acquisition cost has been financed through
borrowings of US $145 million on a senior secured, non-revolving acquisition
bridge facility with a two year term from a syndicate of nine banks and from
borrowings of approximately US $15 million from existing revolving term bank
facilities.
The Subscription Receipts traded on the Toronto Stock Exchange (the
"TSX") under the symbol "SPF.R". With the closing of the acquisition, trading
in the Subscription Receipts will be halted at the open of trading on
October 20, 2005 and will remain halted until the close of business on
October 20, at which time they will be delisted. Holders of Subscription
Receipts will receive one trust unit of the Fund for each Subscription Receipt
held. As the Subscription Receipts trade in the "book-entry" system and no
individual certificates were issued, holders of Subscription Receipts are not
required to take any action in order to receive the trust units to which they
are entitled.
With the closing of the acquisition, the maturity date of the Debentures
has been automatically extended from November 25, 2005 to October 31, 2015.
The Debentures trade on the TSX under the symbol "SPF.DB.C" and are
convertible at the option of the holder, into fully paid trust units of the
Fund at a conversion price of $31.25 per trust unit, being a rate of 32.0
trust units per $1,000 principal amount of Debentures.
Additional Information
Additional information respecting JWA and its business can be found in
the Fund's material change report dated September 29, 2005 and the final short
form prospectus relating to the offering, as filed with the Canadian
securities regulatory authorities. The prospectus and material change report
are available for viewing on the SEDAR website at www.sedar.com and have been
posted on the Fund's website at www.superiorplus.com.
About Superior Plus and the Fund
The Fund holds 100% of Superior Plus Inc., which has four other operating
divisions: Superior Propane is Canada's largest distributor of propane,
related products and services; ERCO Worldwide is a leading supplier of
chemicals and technology to the pulp and paper and water treatment industries
and the second largest producer of potassium products in North America; Winroc
is the seventh largest distributor of walls and ceilings construction products
in North America; and Superior Energy Management provides fixed price natural
gas supply services in Ontario and Quebec.
After giving effect to the issuance of trust units pursuant to the
Subscription Receipts and to the issue of the Debentures, the Fund has the
following securities outstanding:
<<
Trading Symbol Security Issued and Outstanding
-------------------------------------------------------------------------
SPF.un Trust Units 85.3 million
SPF.db 8% Debentures, Series 1 $ 9.0 million principal amount
SPF.db.a 8% Debentures, Series 2 $ 62.4 million principal amount
SPF.db.b 5.75% Debentures $175.0 million principal amount
SPF.db.c 5.85% Debentures $ 75.0 million principal amount
Forward Looking Statements: Certain information included herein is
forward-looking. Forward-looking statements include, without limitation,
statements regarding the future financial position, business strategy,
budgets, projected costs, capital expenditures, financial results, taxes and
plans and objectives of or involving the Fund, Superior and potential
acquisitions. Many of these statements can be identified by looking for words
such as "believe", "expects", "expected", "will", "intends", "projects",
"anticipates", "estimates", "continues", or similar words. The Fund and
Superior believe the expectations reflected in such forward-looking statements
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 statements are not guarantees of future performance and
involve a number of risks and uncertainties some of which are described in the
Fund's annual report, renewal annual information form and other continuous
disclosure documents. Such forward-looking statements necessarily involve
known and unknown risks and uncertainties, which may cause the Fund's or
Superior's actual performance and financial results in future periods to
differ materially from any projections of future performance or results
expressed or implied by such forward-looking statements. Any forward-looking
statements are made as of the date hereof and neither the Fund nor Superior
undertakes any obligation, except as required under applicable law, to
publicly update or revise such statements to reflect new information,
subsequent or otherwise.
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