Andrew Peller Agrees To Be Acquired By Fairfax

(RTTNews) - Andrew Peller Limited (ADW-B.TO), an alcohol beverages manufacturer, Monday announced that it has agreed to be acquired by a newly formed subsidiary of Fairfax Financial Holdings Limited (FFH.TO) termed as the purchaser.

The purchaser with Fairfax as the guarantor will acquire all of the issued and outstanding Class A Non-Voting shares and Class B Voting shares of Andrew Peller for $8 per Class A Share and $12 per Class B Share in cash.

As per Andrew Peller the Class A Consideration represents a premium of 41 percent to the closing price and 42 percent premium to the 20-day volume weighted average price on the Toronto Stock Exchange as of June 12.

The Class B Consideration represents a premium of approximately 7 percent and 66 percent, respectively, to the closing price and 20-day VWAP of the Class B Shares on the TSX on June 12.

Further, in connection to this acquisition, John Peller and certain affiliates collectively called as Rollover Shareholders have entered into an equity rollover agreement with the Purchaser where they have agreed to exchange all 5,246,517 Class A Shares and 1,994,212 Class B Shares owned by them for shares in the capital of the Purchaser or an affiliate thereof.

Paul Dubkowski will remain Andrew Peller's CEO and Renee Cauchi will remain Andrew Peller's CFO with the rest of the current leadership team expected to continue in their respective roles after transaction close.

Currently, ADW-B.TO shares are trading at C$7.05 on the Toronto Stock Exchange