MONTRÉAL, March 15,
2024 /CNW/ - ACE Aviation Holdings Inc.
("ACE") announced today that it has completed its final
distribution to shareholders and its dissolution.
Liquidation Process
The shareholders of ACE previously approved a special resolution
providing for the voluntary liquidation of ACE, and the Superior
Court of Québec (Commercial Division) (the "Court") issued
an order appointing Ernst & Young Inc. as liquidator of ACE
(the "Liquidator").
Pursuant to an order issued by the Court, the Liquidator
established a process for the identification, resolution and
barring of claims and other contingent liabilities against ACE. The
interim consolidated financial statements of ACE for the nine-month
period ended September 30, 2023 and
the related management's discussion and analysis include a
description of proofs of claim which were filed and the status
thereof.
As at January 31, 2024, ACE's only
remaining assets consisted of cash in an aggregate amount of
approximately $6.0 million.
Final Distribution to
Shareholders
On February 16, 2024, the Court
approved the final accounts of the Liquidator, the final
distribution to shareholders and the dissolution of ACE.
On March 13, 2024, ACE completed
the final distribution of $5.3
million to shareholders of record as of March 5, 2024, representing a final payment of
approximately $0.16 per share. The
final distribution represents all of the remaining cash of ACE less
accrued accounts payables, and the remaining expenses relating to
the final distribution, the dissolution and certain
post-dissolution matters as contemplated in the Court order.
The final distribution to shareholders of ACE will generally be
treated as a deemed dividend from a Canadian tax standpoint. The
final distribution was designated as an eligible dividend for
purposes of the Income Tax Act (Canada).
Dissolution and Delisting of
ACE
On March 15, 2024, a certificate
of dissolution evidencing the dissolution of ACE was issued by the
Director appointed under the Canada Business Corporations Act. In
accordance with the Court order issued on February 16, 2024, the common shares of ACE were
cancelled immediately prior to the dissolution.
The common shares of ACE will be delisted from the NEX board of
the TSX Venture Exchange effective at the close of business on
March 15, 2024.
A copy of the certificate and articles of dissolution will be
filed at www.sedarplus.ca. Upon its dissolution, ACE ceased to be a
reporting issuer under the securities laws of each of the provinces
of Canada and as a result, will no
longer file financial statements and other continuous disclosure
documents.
In accordance with the Court order, the Liquidator will be
discharged following the filing of final tax returns for the
financial years of ACE ended December 31,
2023 and March 15, 2024.
The Liquidator has posted copies of all relevant Court documents
on its website at www.ey.com/ca/aceaviation. Parties who have
questions or require additional information with respect to ACE and
the final distribution and dissolution may contact the Liquidator
by telephone (1-855-279-8388 or 416-943-4444) or by fax
(1-416-943-3300).
For additional information with respect to the liquidation,
distributions and dissolution of ACE, refer to the management proxy
circular dated March 9, 2012, the
interim consolidated financial statements and related management's
discussion and analysis for the nine-month period ended
September 30, 2023 and the other
public filings of ACE which are available at www.sedarplus.ca and
www.aceaviation.com.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this release.
CAUTION REGARDING
FORWARD-LOOKING INFORMATION
Certain statements in this news release may contain
forward-looking statements. Forward-looking statements may relate
to analyses and other information that are based on forecasts of
future results and estimates of amounts not yet determinable. These
statements may involve, but are not limited to, comments relating
to strategies, expectations, future actions, the delisting of ACE,
the filing of tax returns and the discharge of the Liquidator.
These forward-looking statements are identified by the use of terms
and phrases such as "anticipate", "believe", "could", "estimate",
"expect", "intend", "may", "plan", "predict", "project", "will",
"would", and similar terms and phrases, including references to
assumptions. Forward-looking statements, by their nature, are based
on assumptions and are subject to important risks and
uncertainties. Any forecasts or forward-looking predictions or
statements cannot be relied upon due to, amongst other things,
changing external events and general uncertainties of the business.
Actual results may differ materially from results indicated in
forward-looking statements due to a number of factors, including
without limitation, market, regulatory developments or proceedings,
and actions by third parties as well as the factors identified
throughout ACE's filings with securities regulators in Canada and, in particular, those identified in
the Risk Factors section of ACE's 2022 Annual MD&A dated
April 28, 2023. The forward-looking
statements contained in this news release represent ACE's
expectations as of the date they are made, and are subject to
change after such date. However, ACE disclaims any intention or
obligation to update or revise any forward-looking statements
whether as a result of new information, future events or otherwise,
except as required under applicable securities regulations.
SOURCE ACE Aviation Holdings Inc.