November 26, 1997: To Repurchase Three Million Shares
United Dominion Industries Ltd. announced that the company will offer to purchase three million (approximately
seven percent) of its outstanding common shares. The offer will be made by means of a cross-border "Dutch
auction" substantial issuer bid to all holders of common shares.
The company also announced the suspension of its normal course issuer bid until after the completion of the
substantial issuer bid. To date the company has purchased approximately 2.1 million shares pursuant to its normal
course issuer bid at an average price of Cdn.$38. Assuming successful completion of the substantial issuer bid, the
company will have purchased over 5 million shares (11.2 percent of its outstanding shares as at January 31, 1997).
"We believe the company's stock is significantly undervalued and now is the time to increase our share repurchase
activity," said William R. Holland, chairman and chief executive officer. "Given the company's recent building
products divestitures, which will produce approximately $250 million in cash, this new initiative will not constrain
our strategic plans to acquire new industrial manufacturing businesses under Vision '99."
Vision '99 is the company's five-year strategic plan adopted in 1995 that contemplates spending $1 billion in
acquisitions through 1999. To date, United Dominion has invested $650 million in new businesses, acquiring Flair
Corporation, Core Industries and several product lines.
The bid will be made by way of an issuer bid circular to be mailed on or about December 16, 1997. The bid will
expire on or about January 9, 1998. Shareholders will be allowed to tender shares to the bid at a price between
Cdn.$34.75 and Cdn.$40 per share. The company plans to repurchase the three million shares at the lowest price
within the range at which sufficient shares are tendered.
The bid is subject to Canadian regulatory approvals. Dealer managers for the bid are C.S. First Boston,
Nesbitt-Burns, and First Marathon.
United Dominion is a diversified manufacturer of proprietary engineered products for customers worldwide. The
company has approximately 11,000 employees at 68 operating locations in 16 countries.
TEL: (704) 347-6838 Nancy Spurlock
United Dominion Industries Ltd.
TEL: (704) 347-6529 Michael Morgan
United Dominion Industries Ltd. |
