SYS-CON MEDIA Authors: Adine Deford, Cynthia Dunlop, Harry Trott, Xenia von Wedel, Peter Silva

News Feed Item

Tuckamore Responds to Access' Misstatements and Misdirection

- 5 important facts for Tuckamore shareholders to consider

TORONTO, ONTARIO -- (Marketwired) -- 06/27/14 -- Tuckamore Capital Management Inc. (TSX:TX)(TSX:TX.DB.B) ("Tuckamore" or the "Company") responded today to Access Holdings Management Company LLC's ("Access") repeated attempts to mislead shareholders.

Access, owning less than 1% of Tuckamore's shares, and having being exposed for two prior attempts to covertly acquire control of Tuckamore, continues to make blatantly false statements about Tuckamore, its Board, and shareholders. Access is engaged in a naked attempt to confuse, distract and misdirect shareholders from its own egregious prior conduct and plan to seize Tuckamore. Shareholders have a right to the facts.

5 Important Facts and Responses for Tuckamore Shareholders


1.  Tuckamore Chairman Douglas Brown and Director Mark Kinney did not
    participate in the formal decision making process at Newport Private
    Wealth Inc. ("Newport"), as it relates to their clients' holdings in
    Tuckamore. Newport's independent Investment Committee conducted a
    thorough process in advance of making its recommendation.

2.  Mr. Brown and Mr. Kinney have both entered into agreements to vote their
    own personal shareholdings in favour of the $0.75 cash offer, and are
    not part of the group purchasing Tuckamore.

3.  Newport who has control or direction over 31.4% of Tuckamore's shares,
    has a strong and vested interest in maximizing the value of its clients
    and portfolio managers' personal share holdings. The Investment
    Committee of Newport has reserved its right to change its recommendation
    to its clients in certain circumstances that include the receipt of a
    superior bid.

4.  Mr. Brown and Mr. Kinney as Directors of Tuckamore expend significant
    time and effort working on behalf of shareholders, AND in many cases act
    as Directors of our portfolio companies. In their enhanced capacities as
    Directors of Tuckamore, they play a substantial role in advising the
    management teams of our portfolio companies. Mr. Brown and Mr. Kinney's
    leadership has been recognized by management, each Board of Directors
    and its independent Governance and Compensation Committee (including
    John Bell, a member of the Access team) and it has always been a matter
    of public record. 

5.  Tuckamore's Board approved the $0.75 cash offer after engaging in a
    comprehensive strategic review process that began in late 2012. The
    Board was advised by Canaccord Genuity as its independent financial
    advisor, Norton Rose Fulbright Canada LLP as its independent legal
    advisor and obtained a formal independent valuation from an
    internationally qualified and independent valuator,
    PricewaterhouseCoopers. The break fees in the Birch Hill offer are
    industry standard and amount to less than 2 cents to less than 7 cents
    per share on a fully diluted basis. No impediment to Access or any other
    party making a bid. 

Tuckamore has 5 questions shareholders should ask Access


1.  Why would shareholders assume all of the risks associated with waiting
    until 2017 to realize the current cash offer of $0.75 per share, as
    projected by Access in their sales pitch to Tuckamore's Board to accept
    a highly dilutive rights offering proposal?

2.  Who has a greater interest in maximizing value for shareholders, Newport
    with control or direction over 31.4% of the shares or Access, who owns
   less than 1% of Tuckamore's shares?

3.  Where is Access' plan for creating value for Tuckamore shareholders -
    and how much will it dilute shareholders? 

4.  Why does Access believe that its tiny and recent stake in Tuckamore
    entitles it to control of Tuckamore?

5.  Why has Access failed to present shareholders with a viable, detailed
    and funded plan for maximizing value? 

Access, a diminutive shareholder, seeks to acquire your company without paying fair market value, or offering a premium to shareholders. That is their plan. Make no mistake. Their intention is to block the current all cash offer and then take steps to acquire control of Tuckamore and dilute our shares - just as they revealed to your Board a few short months ago.

Your Vote is Very Important

The Arrangement represents an important milestone in our Company's history. To receive the premium for your shares and avoid future financing and operational risks associated with Tuckamore's business, please cast your vote today in favour of the Arrangement Resolution. Your vote is important regardless of how many shares you own.

If you have any questions or need assistance in voting your proxy, please contact our proxy solicitor Kingsdale Shareholder Services at 1-888-518-1561 (toll free within North America) or 416-867-2272 (collect calls accepted), or by email at [email protected].

About the Company

Tuckamore has investments in 7 businesses representing a diverse cross-section of the Canadian economy.

About Birch Hill's Investment

The investment will be part of Birch Hill Fund IV with over $1 billion in committed capital.

More Stories By Marketwired .

Copyright © 2009 Marketwired. All rights reserved. All the news releases provided by Marketwired are copyrighted. Any forms of copying other than an individual user's personal reference without express written permission is prohibited. Further distribution of these materials is strictly forbidden, including but not limited to, posting, emailing, faxing, archiving in a public database, redistributing via a computer network or in a printed form.

Latest Stories
15th Cloud Expo, which took place Nov. 4-6, 2014, at the Santa Clara Convention Center in Santa Clara, CA, expanded the conference content of @ThingsExpo, Big Data Expo, and DevOps Summit to include two developer events. IBM held a Bluemix Developer Playground on November 5 and ElasticBox held a Hackathon on November 6. Both events took place on the expo floor. The Bluemix Developer Playground, for developers of all levels, highlighted the ease of use of Bluemix, its services and functionalit...
"We help companies that are using a lot of Software as a Service. We help companies manage and gain visibility into what people are using inside the company and decide to secure them or use standards to lock down or to embrace the adoption of SaaS inside the company," explained Scott Kriz, Co-founder and CEO of Bitium, in this SYS-CON.tv interview at 15th Cloud Expo, held Nov 4–6, 2014, at the Santa Clara Convention Center in Santa Clara, CA.
Some developers believe that monitoring is a function of the operations team. Some operations teams firmly believe that monitoring the systems they maintain is sufficient to run the business successfully. Most of them are wrong. The complexity of today's applications have gone far and beyond the capabilities of "traditional" system-level monitoring tools and approaches and requires much broader knowledge of business and applications as a whole. The goal of DevOps is to connect all aspects of app...
The 4th International DevOps Summit, co-located with16th International Cloud Expo – being held June 9-11, 2015, at the Javits Center in New York City, NY – announces that its Call for Papers is now open. Born out of proven success in agile development, cloud computing, and process automation, DevOps is a macro trend you cannot afford to miss. From showcase success stories from early adopters and web-scale businesses, DevOps is expanding to organizations of all sizes, including the world's large...
SAP is delivering break-through innovation combined with fantastic user experience powered by the market-leading in-memory technology, SAP HANA. In his General Session at 15th Cloud Expo, Thorsten Leiduck, VP ISVs & Digital Commerce, SAP, discussed how SAP and partners provide cloud and hybrid cloud solutions as well as real-time Big Data offerings that help companies of all sizes and industries run better. SAP launched an application challenge to award the most innovative SAP HANA and SAP HANA...
When an enterprise builds a hybrid IaaS cloud connecting its data center to one or more public clouds, security is often a major topic along with the other challenges involved. Security is closely intertwined with the networking choices made for the hybrid cloud. Traditional networking approaches for building a hybrid cloud try to kludge together the enterprise infrastructure with the public cloud. Consequently this approach requires risky, deep "surgery" including changes to firewalls, subnets...
Want to enable self-service provisioning of application environments in minutes that mirror production? Can you automatically provide rich data with code-level detail back to the developers when issues occur in production? In his session at DevOps Summit, David Tesar, Microsoft Technical Evangelist on Microsoft Azure and DevOps, will discuss how to accomplish this and more utilizing technologies such as Microsoft Azure, Visual Studio online, and Application Insights in this demo-heavy session.
DevOps is all about agility. However, you don't want to be on a high-speed bus to nowhere. The right DevOps approach controls velocity with a tight feedback loop that not only consists of operational data but also incorporates business context. With a business context in the decision making, the right business priorities are incorporated, which results in a higher value creation. In his session at DevOps Summit, Todd Rader, Solutions Architect at AppDynamics, discussed key monitoring techniques...
The security devil is always in the details of the attack: the ones you've endured, the ones you prepare yourself to fend off, and the ones that, you fear, will catch you completely unaware and defenseless. The Internet of Things (IoT) is nothing if not an endless proliferation of details. It's the vision of a world in which continuous Internet connectivity and addressability is embedded into a growing range of human artifacts, into the natural world, and even into our smartphones, appliances, a...
Cultural, regulatory, environmental, political and economic (CREPE) conditions over the past decade are creating cross-industry solution spaces that require processes and technologies from both the Internet of Things (IoT), and Data Management and Analytics (DMA). These solution spaces are evolving into Sensor Analytics Ecosystems (SAE) that represent significant new opportunities for organizations of all types. Public Utilities throughout the world, providing electricity, natural gas and water,...
How do APIs and IoT relate? The answer is not as simple as merely adding an API on top of a dumb device, but rather about understanding the architectural patterns for implementing an IoT fabric. There are typically two or three trends: Exposing the device to a management framework Exposing that management framework to a business centric logic Exposing that business layer and data to end users. This last trend is the IoT stack, which involves a new shift in the separation of what stuff happe...
The 3rd International Internet of @ThingsExpo, co-located with the 16th International Cloud Expo - to be held June 9-11, 2015, at the Javits Center in New York City, NY - announces that its Call for Papers is now open. The Internet of Things (IoT) is the biggest idea since the creation of the Worldwide Web more than 20 years ago.
The Internet of Things is tied together with a thin strand that is known as time. Coincidentally, at the core of nearly all data analytics is a timestamp. When working with time series data there are a few core principles that everyone should consider, especially across datasets where time is the common boundary. In his session at Internet of @ThingsExpo, Jim Scott, Director of Enterprise Strategy & Architecture at MapR Technologies, discussed single-value, geo-spatial, and log time series dat...
An entirely new security model is needed for the Internet of Things, or is it? Can we save some old and tested controls for this new and different environment? In his session at @ThingsExpo, New York's at the Javits Center, Davi Ottenheimer, EMC Senior Director of Trust, reviewed hands-on lessons with IoT devices and reveal a new risk balance you might not expect. Davi Ottenheimer, EMC Senior Director of Trust, has more than nineteen years' experience managing global security operations and asse...
The Internet of Things will greatly expand the opportunities for data collection and new business models driven off of that data. In her session at @ThingsExpo, Esmeralda Swartz, CMO of MetraTech, discussed how for this to be effective you not only need to have infrastructure and operational models capable of utilizing this new phenomenon, but increasingly service providers will need to convince a skeptical public to participate. Get ready to show them the money!