TMX Group Inc. ("TMX Group") today announced that it has filed on SEDAR the management information circular ("circular") for the special meeting of TMX Group shareholders to be held on September 12, 2012, where shareholders will be asked to approve the plan of arrangement involving TMX Group ("subsequent arrangement"). The circular is being made available on the TMX Group website at www.tmx.com and is being mailed to TMX Group shareholders.
The subsequent arrangement is a share exchange transaction pursuant to a court-approved plan of arrangement under which TMX Group shares not acquired by TMX Group Limited (formerly Maple Group Acquisition Corporation) ("Maple") and still held by TMX Group shareholders (other than Maple) will be exchanged for common shares of Maple on a one-for-one basis. The subsequent arrangement will be subject to court approval following a hearing by the court on its fairness to TMX Group shareholders. As more than two-thirds of the outstanding TMX Group shares have been acquired by Maple, shareholder approval of the subsequent arrangement is assured. Assuming the required shareholder and court approvals are obtained on September 12, 2012 and September 13, 2012, respectively, the proposed closing date of the subsequent arrangement is September 14, 2012.
Upon completion of the subsequent arrangement, the original Maple investors will hold approximately 77.9% of Maple shares in the aggregate, and the remaining shareholders will hold approximately 22.1% of Maple shares in the aggregate.
About TMX Group Limited (formerly Maple Group Acquisition Corporation)
On August 10, 2012, Maple completed its acquisition of 80% of the TMX Group shares pursuant to the Maple offer and was renamed TMX Group Limited.
Maple has previously completed the acquisitions of each of The Canadian Depository for Securities Limited ("CDS") and of Alpha Trading Systems Inc. and Alpha Trading Systems Limited Partnership (collectively, "Alpha"). As a result of these acquisitions, CDS and Alpha have become wholly-owned subsidiaries of Maple.
Maple, renamed TMX Group Limited, has received conditional approval to list its shares on Toronto Stock Exchange following completion of the subsequent arrangement. Listing of the Maple shares on Toronto Stock Exchange is subject to the satisfaction of the applicable conditions on or before October 2, 2012.