Onex Corporation (TSX: ONEX) announced a change to the Multiple Voting Shares (MVS) amendment proposal for shareholder consideration at Onex next Annual Meeting of Shareholders.
Detailed information related to the proposal is not disclosed.
Onex currently has 100,000 Multiple Voting Shares (MVS) and 86,805,538 Subordinate Voting Shares (SVS) issued and outstanding.
The holders of MVS are entitled to such number of votes in the aggregate as represents 60% of the aggregate votes attached to all the outstanding MVS, SVS and other shares of Onex.
Gerald W. Schwartz owns 100% of MVS and 10,364,140 SVS. The MVS are “personal to Gerald W. Schwartz and have been part of Onex’s capital structure since its initial public offering in 1987.”
The extinguishment of the Multiple Voting Shares will be driven by the occurrence of an “Event of Change”. A Event of Change is defined as the earliest to occur of Schwartz (i) ceasing to hold office as CEO; (ii) ceasing to hold, directly or indirectly together with his spouse and children, more than 5,000,000 Subordinate Voting Shares; or (iii) ceasing to have the right to vote or direct the vote of a majority of the outstanding Multiple Voting Shares.
If shareholders approve the proposal, an “Event of Change” will be deemed to have occurred three years after the effective date of the Articles Amendment even if Mr. Schwartz is still Chair and still holds more than 5,000,000 SVS.
Detailed information will be provided in The Information Circular for the Annual Meeting of Shareholders which is expected to be filed on or around April 11, 2023.
In November 2022, Bobby Le Blanc has been proposed to take over as Onex CEO following its next annual meeting of shareholders.
photo credit: Onex
Onex Announces Change to MVS Shareholder Proposal
Sunset provision reduced to three years from five years
TORONTO, March 27, 2023 – Onex Corporation (TSX: ONEX) today announced a change to the Multiple Voting Shares (MVS) amendment proposal for shareholder consideration at the company’s next Annual Meeting of Shareholders.
As previously announced in connection with Onex’ leadership succession plan, shareholders will be asked to consider an amendment which would add a sunset provision to the current voting entitlement of the MVS. Following consultation with shareholders, the proposed sunset provision will be reduced to a period of three years, from a period of five years as previously communicated. If shareholders approve the proposal, an “Event of Change” will be deemed to have occurred three years after the effective date of the Articles Amendment even if Mr. Schwartz is still Chair and still holds more than 5,000,000 Subordinate Voting Shares.
“I am grateful to shareholders for their continued support and for providing feedback on the voluntary proposal,” said Gerry Schwartz, Chairman and Chief Executive Officer. “Onex is committed to increasing shareholder value on an expeditious timeline and acting in the best interest of the organization and its owners. I am confident that shareholders will see the merits of the proposal. The Board of Directors has full confidence in Bobby Le Blanc and looks forward to the continued execution of our strategic plan.”
The Information Circular for the Annual Meeting of Shareholders is expected to be filed on or around April 11, 2023.
Onex is an investor and asset manager that invests capital on behalf of Onex shareholders and clients across the globe. Formed in 1984, we have a long track record of creating value for our clients and shareholders. Onex’ two primary businesses are Private Equity and Credit. In Private Equity, we raise funds from third-party investors, or limited partners, and invest them, along with Onex’ own investing capital, through the funds of our private equity platforms, Onex Partners and ONCAP. Similarly, in Credit, we raise and invest capital across several private credit, public credit and public equity strategies. Our investors include a broad range of global clients, including public and private pension plans, sovereign wealth funds, insurance companies and family offices. In total, Onex has US$50.8 billion in assets under management, of which US$7.9 billion is Onex’ own investing capital. With offices in Toronto, New York, New Jersey, Boston and London, Onex and its experienced management teams are collectively the largest investors across Onex’ platforms.
Onex is listed on the Toronto Stock Exchange under the symbol ONEX. For more information on Onex, visit its website at www.onex.com. Onex’ security filings can also be accessed at www.sedar.com.
This press release may contain, without limitation, statements concerning possible or assumed future operations, performance or results preceded by, followed by or that include words such as “believes”, “expects”, “potential”, “anticipates”, “estimates”, “intends”, “plans” and words of similar connotation, which would constitute forward-looking statements. Forward-looking statements are not guarantees. The reader should not place undue reliance on forward-looking statements and information because they involve significant and diverse risks and uncertainties that may cause actual operations, performance or results to be materially different from those indicated in these forward-looking statements. Except as may be required by Canadian securities law, Onex is under no obligation to update any forward-looking statements contained herein should material facts change due to new information, future events or other factors. These cautionary statements expressly qualify all forward-looking statements in this press release.
For Further Information:
Managing Director – Shareholder Relations and Communications
Tel: +1 416.362.7711
Vice President – Shareholder Relations and Communications
Tel: +1 416.362.7711