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INFOR Files Final Prospectus for Acquisition With ECN Capital Corp.

September 27, 2016, 07:19 AM
Filed Under: Mergers & Acquisitions

INFOR Acquisition Corp. announced that in accordance with applicable rules, it has received a receipt for a final non-offering prospectus in connection with the completion of its proposed Qualifying Acquisition with ECN Capital Corp. ("ECN Capital")

On July 25, 2016, the Company announced that it had entered into a definitive arrangement agreement (the "Arrangement Agreement") with Element Financial Corporation ("Element"), ECN Capital and 2510204 Ontario Inc. pursuant to which Element will effect its spin-out of ECN Capital which will operate Element's North American commercial finance business, by way of a plan of arrangement (the "Element Arrangement"). Following completion of the Element Arrangement, ECN Capital will acquire all of the outstanding shares of IAC (other than shares of IAC held by ECN Capital or its affiliates) in exchange for common shares of ECN Capital ("ECN Capital Common Shares") by way of a plan of arrangement (the "IAC Arrangement"). Pursuant to applicable rules, the prospectus contains disclosure of ECN Capital as the resulting issuer, assuming completion of the IAC Arrangement.

IAC will file and mail an information circular on September 30, 2016, to which the final prospectus will be attached, in connection with the special meeting of shareholders of the Company (the "Meeting") at which approval of the IAC Arrangement will be sought. The Meeting is scheduled for October 24, 2016 and the closing of the IAC Arrangement is expected to occur before the end of October, 2016 subject to satisfaction or waiver of the conditions contained in the Arrangement Agreement as well as shareholder and court approval.

"IAC's Qualifying Acquisition with ECN Capital remains well on track to close before the end of October," said Neil Selfe, Chief Executive Officer of IAC. "The overwhelming support from Element shareholders to approve ECN Capital's separation from Element validates our conviction that ECN Capital represents a best-in-class commercial finance platform with a robust growth profile. We believe that the positive reaction in Element's share price since the separation was approved is indicative of investors' strong appetite for ECN Capital as a standalone business. We are thrilled to be providing IAC shareholders with an opportunity to participate in ECN Capital's significant upside potential at this highly attractive inflection point for the company," added Mr. Selfe.

The prospectus is available on under INFOR Acquisition Corp.'s profile.

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