|By Marketwired .||
|June 27, 2014 03:00 PM EDT||
TORONTO, ONTARIO -- (Marketwired) -- 06/27/14 -- Tuckamore Capital Management Inc. (TSX:TX)(TSX:TX.DB.B) ("Tuckamore" or the "Company") responded today to Access Holdings Management Company LLC's ("Access") repeated attempts to mislead shareholders.
Access, owning less than 1% of Tuckamore's shares, and having being exposed for two prior attempts to covertly acquire control of Tuckamore, continues to make blatantly false statements about Tuckamore, its Board, and shareholders. Access is engaged in a naked attempt to confuse, distract and misdirect shareholders from its own egregious prior conduct and plan to seize Tuckamore. Shareholders have a right to the facts.
5 Important Facts and Responses for Tuckamore Shareholders
1. Tuckamore Chairman Douglas Brown and Director Mark Kinney did not participate in the formal decision making process at Newport Private Wealth Inc. ("Newport"), as it relates to their clients' holdings in Tuckamore. Newport's independent Investment Committee conducted a thorough process in advance of making its recommendation. 2. Mr. Brown and Mr. Kinney have both entered into agreements to vote their own personal shareholdings in favour of the $0.75 cash offer, and are not part of the group purchasing Tuckamore. 3. Newport who has control or direction over 31.4% of Tuckamore's shares, has a strong and vested interest in maximizing the value of its clients and portfolio managers' personal share holdings. The Investment Committee of Newport has reserved its right to change its recommendation to its clients in certain circumstances that include the receipt of a superior bid. 4. Mr. Brown and Mr. Kinney as Directors of Tuckamore expend significant time and effort working on behalf of shareholders, AND in many cases act as Directors of our portfolio companies. In their enhanced capacities as Directors of Tuckamore, they play a substantial role in advising the management teams of our portfolio companies. Mr. Brown and Mr. Kinney's leadership has been recognized by management, each Board of Directors and its independent Governance and Compensation Committee (including John Bell, a member of the Access team) and it has always been a matter of public record. 5. Tuckamore's Board approved the $0.75 cash offer after engaging in a comprehensive strategic review process that began in late 2012. The Board was advised by Canaccord Genuity as its independent financial advisor, Norton Rose Fulbright Canada LLP as its independent legal advisor and obtained a formal independent valuation from an internationally qualified and independent valuator, PricewaterhouseCoopers. The break fees in the Birch Hill offer are industry standard and amount to less than 2 cents to less than 7 cents per share on a fully diluted basis. No impediment to Access or any other party making a bid.
Tuckamore has 5 questions shareholders should ask Access
1. Why would shareholders assume all of the risks associated with waiting until 2017 to realize the current cash offer of $0.75 per share, as projected by Access in their sales pitch to Tuckamore's Board to accept a highly dilutive rights offering proposal? 2. Who has a greater interest in maximizing value for shareholders, Newport with control or direction over 31.4% of the shares or Access, who owns less than 1% of Tuckamore's shares? 3. Where is Access' plan for creating value for Tuckamore shareholders - and how much will it dilute shareholders? 4. Why does Access believe that its tiny and recent stake in Tuckamore entitles it to control of Tuckamore? 5. Why has Access failed to present shareholders with a viable, detailed and funded plan for maximizing value?
Access, a diminutive shareholder, seeks to acquire your company without paying fair market value, or offering a premium to shareholders. That is their plan. Make no mistake. Their intention is to block the current all cash offer and then take steps to acquire control of Tuckamore and dilute our shares - just as they revealed to your Board a few short months ago.
Your Vote is Very Important
The Arrangement represents an important milestone in our Company's history. To receive the premium for your shares and avoid future financing and operational risks associated with Tuckamore's business, please cast your vote today in favour of the Arrangement Resolution. Your vote is important regardless of how many shares you own.
If you have any questions or need assistance in voting your proxy, please contact our proxy solicitor Kingsdale Shareholder Services at 1-888-518-1561 (toll free within North America) or 416-867-2272 (collect calls accepted), or by email at [email protected].
About the Company
Tuckamore has investments in 7 businesses representing a diverse cross-section of the Canadian economy.
About Birch Hill's Investment
The investment will be part of Birch Hill Fund IV with over $1 billion in committed capital.
Cloud Expo, Inc. has announced today that Andi Mann returns to 'DevOps at Cloud Expo 2017' as Conference Chair The @DevOpsSummit at Cloud Expo will take place on June 6-8, 2017, at the Javits Center in New York City, NY. "DevOps is set to be one of the most profound disruptions to hit IT in decades," said Andi Mann. "It is a natural extension of cloud computing, and I have seen both firsthand and in independent research the fantastic results DevOps delivers. So I am excited to help the great t...
Jan. 21, 2017 07:45 AM EST Reads: 2,439
Every successful software product evolves from an idea to an enterprise system. Notably, the same way is passed by the product owner's company. In his session at 20th Cloud Expo, Oleg Lola, CEO of MobiDev, will provide a generalized overview of the evolution of a software product, the product owner, the needs that arise at various stages of this process, and the value brought by a software development partner to the product owner as a response to these needs.
Jan. 21, 2017 07:30 AM EST Reads: 1,293
In 2014, Amazon announced a new form of compute called Lambda. We didn't know it at the time, but this represented a fundamental shift in what we expect from cloud computing. Now, all of the major cloud computing vendors want to take part in this disruptive technology. In his session at 20th Cloud Expo, John Jelinek IV, a web developer at Linux Academy, will discuss why major players like AWS, Microsoft Azure, IBM Bluemix, and Google Cloud Platform are all trying to sidestep VMs and containers...
Jan. 21, 2017 07:15 AM EST Reads: 929
SYS-CON Events announced today that MobiDev, a client-oriented software development company, will exhibit at SYS-CON's 20th International Cloud Expo®, which will take place June 6-8, 2017, at the Javits Center in New York City, NY, and the 21st International Cloud Expo®, which will take place October 31-November 2, 2017, at the Santa Clara Convention Center in Santa Clara, CA. MobiDev is a software company that develops and delivers turn-key mobile apps, websites, web services, and complex softw...
Jan. 21, 2017 06:45 AM EST Reads: 1,946
SYS-CON Events announced today that Enzu will exhibit at SYS-CON's 20th International Cloud Expo®, which will take place on June 6-8, 2017, at the Javits Center in New York City, NY, and the 21st International Cloud Expo®, which will take place October 31-November 2, 2017, at the Santa Clara Convention Center in Santa Clara, CA. Enzu’s mission is to be the leading provider of enterprise cloud solutions worldwide. Enzu enables online businesses to use its IT infrastructure to their competitive ad...
Jan. 21, 2017 06:30 AM EST Reads: 1,654
Smart Cities are here to stay, but for their promise to be delivered, the data they produce must not be put in new siloes. In his session at @ThingsExpo, Mathias Herberts, Co-founder and CTO of Cityzen Data, discussed the best practices that will ensure a successful smart city journey.
Jan. 21, 2017 06:00 AM EST Reads: 2,072
In his session at 19th Cloud Expo, Claude Remillard, Principal Program Manager in Developer Division at Microsoft, contrasted how his team used config as code and immutable patterns for continuous delivery of microservices and apps to the cloud. He showed how the immutable patterns helps developers do away with most of the complexity of config as code-enabling scenarios such as rollback, zero downtime upgrades with far greater simplicity. He also demoed building immutable pipelines in the cloud ...
Jan. 21, 2017 05:30 AM EST Reads: 3,551
Traditional on-premises data centers have long been the domain of modern data platforms like Apache Hadoop, meaning companies who build their business on public cloud were challenged to run Big Data processing and analytics at scale. But recent advancements in Hadoop performance, security, and most importantly cloud-native integrations, are giving organizations the ability to truly gain value from all their data. In his session at 19th Cloud Expo, David Tishgart, Director of Product Marketing ...
Jan. 21, 2017 05:00 AM EST Reads: 3,015
Choosing the right cloud for your workloads is a balancing act that can cost your organization time, money and aggravation - unless you get it right the first time. Economics, speed, performance, accessibility, administrative needs and security all play a vital role in dictating your approach to the cloud. Without knowing the right questions to ask, you could wind up paying for capacity you'll never need or underestimating the resources required to run your applications.
Jan. 21, 2017 05:00 AM EST Reads: 4,043
Technology vendors and analysts are eager to paint a rosy picture of how wonderful IoT is and why your deployment will be great with the use of their products and services. While it is easy to showcase successful IoT solutions, identifying IoT systems that missed the mark or failed can often provide more in the way of key lessons learned. In his session at @ThingsExpo, Peter Vanderminden, Principal Industry Analyst for IoT & Digital Supply Chain to Flatiron Strategies, will focus on how IoT depl...
Jan. 21, 2017 03:45 AM EST Reads: 1,988
Adding public cloud resources to an existing application can be a daunting process. The tools that you currently use to manage the software and hardware outside the cloud aren’t always the best tools to efficiently grow into the cloud. All of the major configuration management tools have cloud orchestration plugins that can be leveraged, but there are also cloud-native tools that can dramatically improve the efficiency of managing your application lifecycle. In his session at 18th Cloud Expo, ...
Jan. 21, 2017 02:30 AM EST Reads: 6,122
The pace of innovation, vendor lock-in, production sustainability, cost-effectiveness, and managing risk… In his session at 18th Cloud Expo, Dan Choquette, Founder of RackN, discussed how CIOs are challenged finding the balance of finding the right tools, technology and operational model that serves the business the best. He also discussed how clouds, open source software and infrastructure solutions have benefits but also drawbacks and how workload and operational portability between vendors an...
Jan. 21, 2017 02:30 AM EST Reads: 5,042
With the proliferation of both SQL and NoSQL databases, organizations can now target specific fit-for-purpose database tools for their different application needs regarding scalability, ease of use, ACID support, etc. Platform as a Service offerings make this even easier now, enabling developers to roll out their own database infrastructure in minutes with minimal management overhead. However, this same amount of flexibility also comes with the challenges of picking the right tool, on the right ...
Jan. 21, 2017 02:15 AM EST Reads: 5,368
Big Data, cloud, analytics, contextual information, wearable tech, sensors, mobility, and WebRTC: together, these advances have created a perfect storm of technologies that are disrupting and transforming classic communications models and ecosystems. In his session at @ThingsExpo, Erik Perotti, Senior Manager of New Ventures on Plantronics’ Innovation team, provided an overview of this technological shift, including associated business and consumer communications impacts, and opportunities it m...
Jan. 21, 2017 02:00 AM EST Reads: 5,825
Manufacturers are embracing the Industrial Internet the same way consumers are leveraging Fitbits – to improve overall health and wellness. Both can provide consistent measurement, visibility, and suggest performance improvements customized to help reach goals. Fitbit users can view real-time data and make adjustments to increase their activity. In his session at @ThingsExpo, Mark Bernardo Professional Services Leader, Americas, at GE Digital, discussed how leveraging the Industrial Internet and...
Jan. 21, 2017 01:30 AM EST Reads: 6,568