•Debentureholders offered two attractive incentive options for votes
FOR/consent•Special meeting rescheduled to
New Enhanced Incentives to Consent/Vote FOR
After engagement with Debentureholders and based on the feedback received, the Company is now offering Debentureholders two new enhanced incentives in exchange for their vote FOR/consent to the proposed amendments. Either option is available to Debentureholders that deliver and do not withdraw valid proxies voting FOR the Debenture Amendments on or prior to
Option A - Promissory Note:
Receive a consent fee, consisting of an unsecured, non-convertible promissory note equal to
Option B - Promissory Note + Reduced Conversion Price:
Receive (i) a consent fee, consisting of an unsecured, non-convertible promissory note equal to
Reduced Conversion Price for Debentureholders Who Take No Action or Do Not Support the Debenture Amendments:
Debentureholders who either do not deposit a proxy, abstain from voting on the Debenture Amendments or who vote against the Debenture Amendments, will receive the benefit of the reduction of the conversion price to
Payment of the consent fee note and/or reduction of the conversion price, as elected, will be conditional upon, among other things, the Debenture Amendments being validly approved by Debentureholders and satisfaction of the other conditions precedent described in the management information circular.
Benefits of the Debenture Amendments and Consent Incentives
• Option A provides electing Debentureholders with a consent fee in the form of an interest bearing note that is considerably larger than the consent fee proposed in the Company's prior proposal to Debentureholders; • Option B provides electing Debentureholders with an enhanced consent fee in the form of an interest bearing note, and the reduction of the conversion price on their Debentures to
"We are pleased to offer Debentureholders two new enhanced incentives to vote FOR/consent to the Debenture Amendments. These incentives directly reflect the feedback that we received from Debentureholders. The rescheduling of the Special Meeting will allow Debentureholders additional time to submit their proxies, and opt for their consent fee. We have also made an allowance for those Debentureholders who do not support the Debenture Amendments to receive the benefit of the reduction of the conversion price to
At the special meeting, Debentureholders are being asked to vote FOR/consent to a proposed amendment to the Debentures, which, if approved, will extend the maturity date from December 31, 2014 to
For more information see "Benefits of the Debenture Amendments and Recommendation of the Board" in the amended management information circular.
How to Vote and Who to Contact for Assistance
Debentureholders who own Debentures as of the close of business on May 28, 2014, which is the record date for the meeting, are entitled to vote with respect to the Debenture Amendments.
Debentureholders who wish to receive their consent incentive must mark the VOTES FOR/CONSENTS TO box on the form of proxy/consent accompanying the amended management information circular and elect for Option A or B and deposit it in accordance with the instructions on the form of proxy/consent, prior to
Debentureholders who require assistance in completing their form of proxy/consent should immediately contact
Cautionary Statement Regarding Forward-Looking Statements
This news release may contain certain "forward-looking statements" that address future events, conditions or results of operations. These forward-looking statements can be identified by the use of forward-looking words such as "may", "should", "will", "could", "expect", "intend", "plan", "estimate", "anticipate", "believe", "future" or "continue" or the negative forms thereof or similar variations. These forward-looking statements are based on certain assumptions and analyses made by management in light of their experience and perception of historical trends, current conditions and expected future developments, as well as other factors they believe are appropriate in the circumstances. Undue reliance should not be placed on such forward-looking statements, which are not a guarantee of performance and are subject to a number of risks and uncertainties, including, but not limited to, that the Debenture Amendments will not be successfully completed for any reason and the risk that, if completed, the Corporation or Debentureholders may not realize the anticipated benefits of the Debenture Amendments. Many of such risks and uncertainties are outside the control of the Corporation and could cause actual results to differ materially from those expressed or implied by such forward-looking statements. In making such forward-looking statements, management has relied upon a number of material factors and assumptions, including with respect to general economic and financial conditions, interest rates, exchange rates, equity and debt markets, business competition, changes in government regulations or in tax laws, acts and omissions of third parties and the ability of the Corporation to obtain approval for the Debenture Amendments. Such forward-looking statements should, therefore, be construed in light of such factors and assumptions. All forward-looking statements are expressly qualified in their entirety by the cautionary statements set forth above. The Corporation is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
The Company is a TSX listed corporation and its common shares trade under the symbol "IBG".
From high-rises to industrial buildings, schools to state-of-the-art hospitals, transit stations to highways, airports to toll systems, bike lanes to parks, we design every aspect of a truly integrated city for people to live, work, and play.
We organize our expertise into three areas:
Intelligence: systems designer, software development.
Buildings: building architecture, building engineering (mechanical,
Infrastructure: planning, urban design, landscape architecture,
transportation, and engineering.
Our collaborative and combined approach focuses not only on creating the best solutions today, but also creating the right solutions for tomorrow.
We believe cities must be designed with intelligent systems, sustainable buildings, efficient infrastructure, and a human touch
At IBI, we're defining the cities of tomorrow.
For further information:
Tel: 416-596-1930, Fax: 416-596-8024
For assistance in voting or to receive replacement proxy materials:
North American Toll Free: 1-800-332-6179
Banks, Brokers, and Collect Calls: 201-806-2222
Toll Free Facsimile: 1-888-509-5907