Merger, reorganization of Tim Hortons approved
September 22, 2009
by Eric Schroeder
OAKVILLE, ONT. — A majority of Tim Hortons Inc.’s shareholders have voted in favor of a merger transaction to reorganize the company as a Canadian public company. A total of approximately 74% of the 180,680,748 common shares of Tim Hortons entitled to vote at a Sept. 22 special meeting were voted, with approximately 99% in favor of the transaction.
The company now expects to proceed with the completion of the transaction, with the merger and reorganization to become effective on Sept. 28.
Under terms of the merger agreement, THI Mergeco Inc., a Delaware corporation and a wholly-owned subsidiary of Tim Hortons Inc., a corporation incorporated under the Canada Business Corporations Act, will merge with and into Tim Hortons existing public company, incorporated under the laws of the state of Delaware. As a result of the reorganization, the new Canadian public company, also known as Tim Hortons Inc., which is currently a wholly owned subsidiary of the existing public company, will become the parent company of Tim Hortons group of companies.
According to Tim Hortons, the company’s shareholders will have their existing common stock automatically converted into an equal number of common shares in the new Canadian public company. Upon completion of the merger and reorganization, Tim Hortons shares will be traded on both the Toronto Stock Exchange and New York Stock Exchange under the same stock symbol "THI."