IBI Group postpones meeting of 7% convertible holders to July 16

By Angela McDaniels

Tacoma, Wash., July 2 – IBI Group Inc. postponed the special meeting of holders of its 7% convertible subordinated debentures to 10 a.m. ET on July 16 from July 7, according to a company news release.

The deadline for submitting proxies was extended to 5 p.m. ET on July 14 from July 3.

As previously reported, the company is seeking consents to extend the maturity date of the convertibles to June 30, 2019 from Dec. 31, 2014.

The company said it could be forced to convert the debentures into common shares if the amendments fail to pass, which “will likely result in significant adverse consequences for IBI’s business.”

The company is offering two consent fees to holders who consent.

Option A is a consent fee consisting of an unsecured non-convertible promissory note equal to C$195.65 per C$1,000 principal amount of debentures, payable Dec. 31, 2016 and bearing interest at 7% per year and payable at maturity.

Option B is a consent fee consisting of an unsecured non-convertible promissory note equal to C$86.96 per C$1,000 principal amount of debentures, payable Dec. 31, 2016 and bearing interest at 7% per year and payable at maturity, and the reduction of the conversion price for the debentures to C$5.00 per common share from C$19.17 per common share.

Holders who either do not deposit a proxy, abstain from voting on the amendments or vote against the amendments will receive the benefit of the reduction of the conversion price to C$5.00 per share.

The consent solicitation began May 7. The meeting was originally scheduled for May 28 and was later postponed to June 27 and then to July 7.

When the offer began, the consent fee on offer was an unsecured, non-convertible promissory note equal to C$70 per C$1,000 principal amount of convertibles payable Dec. 31, 2016 and bearing interest at the rate of 7% per year and payable at maturity. The company announced the amended consent fee on May 27.

IBI Group is an architecture, planning, engineering and technology firm based in Toronto.

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