To: Conky Lives! who wrote (82 ) 3/15/2000 12:04:00 AM From: Conky Lives! Read Replies (1) | Respond to of 86
Shearhart Corporation and Midnorthern Appliance Inc. - Announcement Brampton, Ontario/Toronto, Ontario - Tuesday, March 14, 2000, 1:21 PM EST Shearhart Corporation (ASE : SHW) and Midnorthern Appliance Inc. announce that certain conditions under the lock-up agreement between Midnorthern and certain shareholders of Shearhart, previously announced in December 1999, have been satisfied. Pursuant to the lock-up agreement, the holders of 66.4% of Shearhart's outstanding shares agreed to tender their shares to a formal take-over bid for 100% of the issued and outstanding common shares of Shearhart at a purchase price of $1.58 per share payable in cash. Under the lock-up agreement, Midnorthern was required to satisfy the selling shareholders that Midnorthern would have available to it sufficient funds to complete its take-over bid. The deadline for providing such information was extended to March 10, 2000. Shearhart was advised earlier today by Midnorthern and the parties to the lock-up agreement that this condition has been met. Midnorthern and Shearhart anticipate that Midnorthern will mail its offer to shareholders on March 24, 2000 together with a recommendation from Shearhart's board of directors that shareholders accept Midnorthern's offer. Midnorthern's offer will be conditional upon at least 90% of the outstanding shares of Shearhart being deposited and not withdrawn from the offer. Shearhart has engaged the investment banking firm of Global Capital Partners Inc. with respect to this transaction. For further information contact Kevin Wilson (416-867-9099 Ext. 2222) or Jonathan Edgett (416-867-9099 Ext. 2223) of Global Capital Partners Inc. Shearhart operates 16 retail appliance stores across southern Ontario under the name "Home & Rural". Shearhart is Canada's leading independent retailer of appliances. Midnorthern, a privately held Canadian corporation, was founded in 1959 and for the past forty years has been the industry leader in major home appliance sales to the new construction and property management trade. In addition, Midnorthern operates two retail stores in Toronto and has two franchise locations in St. Catherines and Niagara Falls. On behalf of Shearhart Corporation: (signed) "Robert Shearhart" Name: Robert Shearhart Title: Chairman On behalf of Midnorthern Appliance Inc.: (signed) "Jordan Gnat" Name: Jordan Gnat Title: Executive Vice-President THE ALBERTA STOCK EXCHANGE HAS NOT REVIEWED AND DOES NOT ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THE CONTENTS OF THIS NEWS RELEASE. Shearhart Corporation Midnorthern Appliance Inc. 2165 Williams Parkway East 255 Steeprock Drive Brampton, Ontario Toronto, Ontario L6S 6B8 M3J 2Z5