MI Developments calls special meeting to consider reorganization proposal
May 30 2008 - 11:03AM
PR Newswire (US)
AURORA, ON, May 30 /PRNewswire-FirstCall/ -- MI Developments Inc.
(TSX: MIM.A, MIM.B; NYSE: MIM) today announced that it has called a
special meeting of shareholders (the "Special Meeting") to be held
in Toronto on July 24, 2008 to consider the reorganization proposal
(the "Reorganization Proposal") received by MID on March 31, 2008
on behalf of various MID shareholders, including entities
affiliated with Frank Stronach, MID's controlling shareholder. The
Reorganization Proposal is supported by over 50% of MID's Class A
shareholders and approximately 95% of Class B shareholders. For
details on the terms of the Reorganization Proposal, please refer
to the proposal term sheet, which is posted on MID's website at
http://www.midevelopments.com/. The Board of Directors of MID has
constituted a Special Committee of the Board to review and make
recommendations relating to the Reorganization Proposal. The
Special Committee is currently engaged in reviewing the
Reorganization Proposal and neither the Special Committee nor the
Board has made any decisions or recommendations with respect
thereto. The Board may postpone or cancel the Special Meeting at
any time. If implemented, the Reorganization Proposal would be
carried out by way of a court-approved plan of arrangement under
Ontario law, requiring at least two-thirds of the votes cast by
each class of MID's shareholders in favour of the proposal at the
Special Meeting. In addition, the reorganization would be subject
to applicable regulatory approvals, including those contained in
Multilateral Instrument 61-101. The proposed reorganization is also
conditional on, among other things, Magna International Inc.'s
participation in the proposed transaction. The Reorganization
Proposal contemplates MID calling the Special Meeting by May 30,
2008 and closing the transaction no later than July 30, 2008. The
Reorganization Proposal is subject to certain material conditions
and there can be no assurance that the transaction contemplated by
the Reorganization Proposal will be completed. About MID MID is a
real estate operating company focusing primarily on the ownership,
leasing, management, acquisition and development of a predominantly
industrial rental portfolio for Magna International Inc. and its
subsidiaries in North America and Europe. MID also acquires land
that it intends to develop for mixed-use and residential projects.
MID holds a controlling interest in Magna Entertainment Corp.,
North America's number one owner and operator of horse racetracks,
based on revenue, and one of the world's leading suppliers, via
simulcasting, of live horse racing content to the growing
intertrack, off-track and account wagering markets. Forward-Looking
Statements This press release contains "forward-looking statements"
within the meaning of applicable securities legislation.
Forward-looking statements may include, among others, statements
relating to the reorganization proposal and the terms and
conditions of such proposal. Words such as "may", "would", "could",
"will", "likely", "expect", "anticipate", "believe", "intend",
"plan", "forecast", "project", "estimate" and similar expressions
are used to identify forward-looking statements. Forward-looking
statements should not be read as guarantees of future events or
results and will not necessarily be accurate indications of whether
or the times at or by which such future events or results will be
achieved. Undue reliance should not be placed on such statements.
Forward-looking statements are based on information available at
the time and/or management's good faith assumptions and analyses,
and are subject to known and unknown risks, uncertainties and other
unpredictable factors, many of which are beyond the Company's
control, that could cause actual events or results to differ
materially from such forward-looking statements. Important factors
that could cause such differences include, but are not limited to,
the risks set forth in the "Risk Factors" section in MID's Annual
Information Form for 2007, filed on SEDAR at http://www.sedar.com/
and attached as Exhibit 1 to MID's Annual Report on Form 40-F for
the year ended December 31, 2007, which investors are strongly
advised to review. The "Risk Factors" section also contains
information about the material factors or assumptions underlying
such forward-looking statements. Forward-looking statements speak
only as of the date the statements were made and unless otherwise
required by applicable securities laws, MID expressly disclaims any
intention and undertakes no obligation to update or revise any
forward-looking statements contained in this press release to
reflect subsequent information, events or circumstances or
otherwise. DATASOURCE: MI Developments Inc. CONTACT: Richard Smith,
MID's Executive Vice-President and Chief Financial Officer, at
(905) 726-7507
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