(December 13 – 17:45 ET) – Mackenzie Financial Corp. today outlined its reasons to the Ontario Securities Commission why the OSC should deny the request made by C.I. Fund Management Inc. to terminate Mackenzie’s shareholder rights plan and shorten the 60-day unitholder notice period to 10 days.

Mackenzie’s board previously mailed a unanimous recommendation by Mackenzie’s directors to reject the unsolicited take-over bid by C.I. for all of the issued and outstanding Mackenzie common shares.

Contrary to comments attributed to C.I. today, the OSC has not advised that a hearing will take place to consider C.I.’s request.

“The special committee of the board of directors of Mackenzie has established a process to explore all options to maximize shareholder value. It is a full auction process and we would hope C.I. accepts that we must do our duty,” said Alan Dilworth, chair of the special committee. “Our role is to maximize value for Mackenzie shareholders, even if that gets in the way of C.I.’s timetable.”

In its submission to the OSC, Mackenzie stated that:

  • C.I.’s application for a cease trade order in respect of the rights plan is premature;
  • Mackenzie’s board of directors are continuing to seek to maximize shareholder value;
  • it would not be in the public interest for the OSC to grant the requested cease trade relief, considering the likelihood that the continued operation of the rights plan will protect shareholder choice and maximize value for Mackenzie shareholders;
  • the absence of the rights plan will likely inhibit or frustrate such shareholder choice; and
  • C.I.’s application for exemption from the 60-day notice requirement to unitholders under mutual fund industry national regulations should be denied.

The submission also indicated to the OSC that the costs to C.I. of keeping its offer open should be negligible. This minimal cost to C.I. is far outweighed by the potential increased value that Mackenzie shareholders would enjoy if a superior transaction can be negotiated.

Mackenzie also stated that C.I.’s request to shorten the mutual fund notice period should be denied for a number of reasons, including that the request is tactical and does not consider the interests of Mackenzie unitholders or shareholders.

The submission also states that C.I. should not benefit from its delayed mailing to Mackenzie unitholders completed only this week; that C.I.’s request amounts to a change of regulatory policy; and, that the standard notice period does not prejudice Mackenzie shareholders.
-IE Staff