Farmers Edge enters into definitive agreement with Fairfax to take Farmers Edge private

Company

Farmers Edge Inc.

Law Firm / Organization
McCarthy Tétrault LLP
Law Firm / Organization
Farmers Edge Inc.
Lawyer(s)

Laura Workman

Company

Fairfax Financial Holdings Limited

Company

15635594 Canada Inc.

Farmers Edge Inc. (TSX: FDGE) entered into an arrangement agreement for acquisition by 15635594 Canada Inc., a subsidiary of its major shareholder, Fairfax Financial Holdings Limited (FFHL), with FFHL also acting as guarantor. The transaction, finalized at C$0.35 per common share, represented a 218% premium over the pre-offer closing price of approximately C$0.11. This acquisition, not subject to financing conditions, was recommended by a special committee of independent directors and approved by the company's board. BMO Capital Markets provided a formal valuation and a fairness opinion, suggesting the fair market value of the common shares ranged between C$0.05 to C$0.45. The transaction, to be completed via a court-approved plan under the Canada Business Corporations Act, awaits shareholder and court approvals, with a special meeting scheduled around March 12, 2024. Post-completion, Farmers Edge plans to delist from the Toronto Stock Exchange and cease as a reporting issuer in Canada.

Merger & Acquisition
Agriculture
Undisclosed/Confidential
Closed
21 March 2024