TORONTO, ONTARIO -- (MARKET WIRE) -- 08/26/08 --
C.A. Bancorp Inc. ("C.A. Bancorp") (TSX: BKP) and C.A. Bancorp Canadian Realty Finance Corporation (the "Corporation") (TSX: RF.PR.A) are pleased to announce the exchange ratios for the Corporation's exchange option (the "Exchange Option") available in connection with the initial public offering of units ("Units") of the Corporation, as announced in the preliminary prospectus of the Corporation dated July 21, 2008.
Deposit Date and Closing
The Exchange Option was open for acceptance by holders of eligible securities of the issuers specified in the Corporation's preliminary prospectus (the "Issuers") until 5:00 pm (Toronto time) on August 22, 2008 (the "Deposit Date").
Exchange Ratio
The number of Units issuable for the securities of each Issuer (the "Exchange Ratio") was determined by dividing (i) the weighted average trading price of such securities on the Toronto Stock Exchange ("TSX") during the period of three consecutive trading days ending on the Deposit Date (the "Pricing Period") as adjusted to reflect distributions declared by an Issuer that will not be received by the Corporation; by (ii) $10.00, which is the price of the Units being offered by the Corporation.
Units Offered
Each Unit consists of one Class A Share of the Corporation and one warrant (a "Warrant") to purchase a Series 1 Preferred Share of the Corporation (the "Preferred Shares"). Each Warrant will entitle the holder to purchase one Preferred Share at a subscription price of $23.75 at any time on or before 4:00 p.m. (Toronto time) on September 30, 2011.
Acceptance
The following table specifies the weighted average trading price of each eligible security that was deposited on or before the Deposit Date and the Exchange Ratio used to determine the number of Units to be issued for each eligible security. The Exchange Ratios are rounded down to four decimal places. The Exchange Ratios and other information disclosed below will be included in the Corporation's final prospectus expected to be filed with the securities regulatory authorities across Canada later this week. The Prospectus will set out the proposed closing date which is expected to be by mid-September. Potential purchasers who have deposited eligible securities under the Exchange Option are entitled to withdraw their purchases on or before midnight on the second business day after receipt or deemed receipt of the final prospectus.
Adjusted Volume
Trading Weighted Average Exchange
Issuer Symbol Trading Price ($)(i) Ratio
List of Canadian Common Shares
Eligible and Submitted for Exchange
-----------------------------------
Agnico-Eagle Mines Ltd. AEM 59.3341 5.9334
Bank of Montreal BMO 44.5447 4.4544
Barrick Gold Corporation ABX 36.7619 3.6761
BCE Inc. BCE 39.9139 3.9913
Biovail Corporation BVF 10.669 1.0669
Canadian Natural Resources Ltd. CNQ 87.4714 8.7471
Enbridge Inc. ENB 43.7755 4.3775
Goldcorp Inc. G 35.5118 3.5511
Manulife Financial Corporation MFC 36.3898 3.6389
Nortel Networks Ltd. NT 6.357 0.6357
Potash Corporation of Saskatchewan POT
Inc. 189.6675 18.9667
Research In Motion Ltd. RIM 137.6338 13.7633
Rogers Communications Inc. RCI.B 36.2594 3.6259
Shaw Communication Inc. SJR.B 21.8373 2.1837
Shoppers Drug Mart Corporation SC 55.3679 5.5367
Sino-Forest Corporation TRE 19.2294 1.9229
Teck Cominco Ltd. TCK.B 43.3594 4.3359
Thomson Reuters Corporation TRI 34.4246 3.4424
TriStar Oil & Gas Ltd. TOG 19.2337 1.9233
Uranium One Inc. UUU 3.7136 0.3713
UTS Energy Corporation UTS 4.0532 0.4053
List of Canadian Investment Grade
Preferred Shares Eligible and
Submitted for Exchange
----------------------
Bank of Montreal Class B Preferred, BMO.PR.J
Series 13 18.7016 1.8701
Bank of Montreal Class B Preferred, BMO.PR.K
Series 14 21.7408 2.1740
The Bank of Nova Scotia Preferred, BNS.PR.K
Series 13 21.259 2.1259
The Bank of Nova Scotia Preferred, BNS.PR.L
Series 14 19.2468 1.9246
The Bank of Nova Scotia Preferred, BNS.PR.N
Series 16 22.9878 2.2987
Brookfield Asset Management Inc. BAM.PR.N
Class A Preferred, Series 18 16.8569 1.6856
Canada Life Financial Corporation CL.PR.B
Class A Preferred, Series B 25.0578 2.5057
Canadian Imperial Bank of Commerce CM.PR.H
Class A Preferred, Series 30 18.4782 1.8478
Dundee Corporation 1st Preferred, DC.PR.A
Series 1 20.4477 2.0447
Fortis Inc. 1st Preferred, Series F FTS.PR.F 20.2247 2.0224
Fortis Inc. 1st Preferred, Series G FTS.PR.G 25.1362 2.5136
George Weston Limited Preferred, WN.PR.A
Series 1 20.2651 2.0265
Great-West Lifeco Inc. Preferred, GWO.PR.G
Series G 21.4792 2.1479
HSBC Bank Canada Preferred, Series C HSB.PR.C 20.9482 2.0948
Laurentian Bank of Canada Preferred, LB.PR.D
Series 9 23.677 2.3677
Laurentian Bank of Canada Preferred, LB.PR.E
Series 10 21.2559 2.1255
Manulife Financial Corporation MFC.PR.C
Preferred, Series 3 20.0441 2.0044
National Bank of Canada 1st NA.PR.K
Preferred, Series 15 23.5143 2.3514
National Bank of Canada 1st NA.PR.L
Preferred, Series 16 19.6113 1.9611
National Bank of Canada 1st NA.PR.M
Preferred, Series 20 24.8221 2.4822
Power Corporation of Canada 1st POW.PR.B
Preferred, Series B 21.7131 2.1713
Power Corporation of Canada 1st POW.PR.D
Preferred, Series D 20.4876 2.0487
Power Financial Corporation PWF.PR.F
Preferred, Series E 21.7653 2.1765
Power Financial Corporation PWF.PR.L
Preferred, Series L 21.2616 2.1261
Royal Bank of Canada Preferred, RY.PR.F
Series AF 18.515 1.8515
Sentry Select 40 Split Income Trust SFO.PR.A
Preferred 9.95 0.9950
Sun Life Financial Inc. Preferred, SLF.PR.C
Series 3 18.2335 1.8233
The Toronto-Dominion Bank Preferred, TD.PR.O
Series O 21.0963 2.1096
(i) VWAP adjusted to reflect distributions declared by an Issuer that will
not be received by the Corporation
C.A. Bancorp Canadian Realty Finance Corporation
The Corporation is a mutual fund corporation incorporated under the laws of the Province of Ontario. The Corporation was created to obtain exposure to the investment performance of an actively managed portfolio of secured loans and investments in the Canadian commercial real estate sector on a tax efficient basis.
C.A. Bancorp Inc. C.A. Bancorp is a publicly traded Canadian merchant bank and alternative asset manager that provides investors with access to a range of private equity and other alternative asset class investment opportunities. C.A. Bancorp is focused on investments in small- and middle-capitalization public and private companies, with emphasis on the industrials, real estate, infrastructure and financial services sectors.
C.A Bancorp Inc. manages the Corporation through its wholly-owned subsidiary C.A. Bancorp Ltd. (the "Manager")
Certain statements included in this news release constitute forward-looking statements including those identified by the expressions, "will", "anticipate", "believe", "plan", "estimate", "expect", "intend" and similar expressions. The forward looking statements are not historical facts but represent C.A. Bancorp's, the Manager's or the Corporation's current expectations regarding future results or events. These forward-looking statements are subject to a number of risks and uncertainties that could cause actual results or events to differ materially from current expectations, including the matters discussed in the "Risk Factors" and others sections of the preliminary prospectus of the Corporation dated July 21, 2008 and including without limitation, interest rate fluctuations, the availability of investments, competition, levels of return earned on the underlying portfolio of investments, change in financial position of the Corporation or C.A. Bancorp, reliance on key personnel, ability of the Corporation to meet its investment objectives, the ability of the Corporation to pay quarterly distributions, utilization of the normal course issuer bid, leverage ratios, and the ability of C.A. Bancorp to subscribe for or obtain subscriptions for Class A shares of the Corporation. Due to the many risks and uncertainties, C.A. Bancorp, the Manager and the Corporation cannot assure that the forward-looking statements contained in this news release will be realized. C.A. Bancorp, the Manager and the Corporation undertake no obligation to update publicly or otherwise revise any forward-looking statement or information whether as a result of new information, future events or other such factors which affect this information, except as required by law.
A preliminary prospectus dated July 21, 2008 containing important information relating to these securities has been filed with the securities regulatory authority in each of the provinces and territories of Canada. The preliminary prospectus is still subject to completion or amendment. Copies of the preliminary prospectus may be obtained from your financial advisor or on SEDAR at www.sedar.com and read the prospectus before investing.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale or an acceptance of an offer to buy the securities in any province or territory of Canada prior to the time a receipt for the final prospectus or other authorization is obtained from the securities commission or other similar authority in such province or territory.
C.A. Bancorp Inc.
The Exchange Tower
130 King Street West
Suite 2810, P.O. Box 104
Toronto, Ontario M5X 1A4
Telephone: (416) 214-5985
Fax: (416) 861-8166
Contacts:
C.A. Bancorp Inc.Paolo De Luca
Chief Financial Officer
1-866-388-5985
(416) 861-8166 (FAX)
Email: info@cabancorp.com
Website: www.cabancorp.com
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