Product Design & Development

Toromont Industries refines takeover bid for Enerflex Systems Income Fund

By The Associated Press
Monday, November 16, 2009

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Toromont Industries refines takeover bid for Enerflex Systems Income Fund

TORONTO — Toromont Industries Ltd. (TSX:TIH) has firmed up some of the details for its proposed takeover bid for Enerflex Systems Income Fund (TSX:EFX.UN).

Toromont said it would give Enerflex unitholders a choice of receiving either $13.50 cash per unit or 0.5098 of a Toromont common share and five cents cash per unit.

The cash portion will be capped at a total of $300 million and the stock portion will be limited to 11.1 million shares, Toronto-based Toromont said Thursday.

Under the initial Oct. 16 announcement, Toromont said at least half of the offer would be in cash with the rest in stock.

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Enerflex cautioned unitholders that a formal offer has not been made and that they do not need to take any action at this time.

The fund has established a special committee of independent directors to review the offer once it is made.

Enerflex units closed at $14.15, up 11 cents on Thursday and about $4 higher than the Oct. 16 close of $10.07 before Toromont's initial announcement that it was considering a takeover proposal.

Toromont shares closed down 76 cents at $26.31.

Toromont operates two main businesses including its equipment group which includes one of the larger Caterpillar dealerships and its compression group which designs, engineers, fabricates and installs compression systems.

Enerflex supplies compression, production and processing and power generation equipment to the oil and gas industry. Its board has formed a special committee to consider the Toromont overture but hasn't made a formal response to it.

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