Element Financial Corporation completed the spin off of Element Commercial Asset Management for CAD 1.3 billion.
October 02, 2016
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Element Financial Corporation (TSX:EFN) agreed to spin off Element Commercial Asset Management on February 16, 2016. Element Financial will split into two companies, Element Fleet Management to be led by Bradley Nullmeyer which will comprise of the company's current fleet management operations in the United States, Canada, Mexico, Australia and New Zealand and Element Commercial Asset Management which will be led by Steven Hudson will include the Company's current North American commercial and vendor finance business and the Company's current aviation and rail asset management businesses. Element shareholders will have an ownership interest these two businesses. Steven Hudson shall server as vice chairman of Element Fleet Management and Bradley Nullmeyer will serve as Vice Chairman of Element Commercial Asset Management. ECN Capital Corp. will issue in exchange that number of common shares of ECN Capital Corp. as is equal to the number of common shares of Element Financial Corporation held by such participating shareholder immediately before the effective time, making the distribution ratio to 1:1.
The transaction is subject to the receipt of all required third party approvals and the final approval of Element's Board. The transaction is expected to be completed before the end of 2016. On July 25, 2016 the Board of Element Financial Corporation unanimously approved the transaction. On September 20, 2016, shareholders of Element Financial approved the transaction. The transaction remains subject to certain conditions, including final court approval. The Ontario Superior Court of Justice approved the deal on September 21, 2016. As of September 27, 2016, the record date was fixed as September 30, 2016. Element Financial Corporation to be renamed Element Fleet Management Corp., will see no change in its securities' stock symbols or Cusip numbers. The transaction is expected to be completed by October 3, 2016. Barclays Capital Canada Inc., BMO Capital Markets Corp. and INFOR Financial Group acted as financial advisor to Element Financial Corporation.
Element Financial Corporation (TSX:EFN) completed the spin off of Element Commercial Asset Management for CAD 1.3 billion on October 3, 2016. At closing of the transaction, Element Fleet and ECN Capital are each owned by Element Financial Corporation shareholders, with Element Financial Corporation shareholders receiving one Element Fleet common share and one ECN Capital common share for each Element Financial Corporation common share held prior to the transaction. Element Financial Corporation will operate as Element Fleet Management Corp. Element Commercial Asset will operate as ECN Capital Corp. and will be led by Steven Hudson, Chief Executive Officer. At the start of trading on October 4, 2016, common shares of ECN Capital will commence trading on the TSX on a regular-way basis under the ticker symbol ECN, and common shares of Element Fleet will commence trading on the TSX on a regular-way basis under the ticker symbol EFN. RBC Capital Markets acted as Financial Advisor to Element Fleet Management on the transaction.
ECN Capital Corp. is a Canada-based provider of business services to North American banks, credit unions, life insurance companies, pension funds and institutional investors (collectively, its Partners). The Company originates, manages and advises on credit assets on behalf of its Partners, specifically consumer (manufactured housing and recreational vehicle and marine) loans and commercial (inventory finance or floorplan) loans. The Company operates through two segments: Manufactured Housing Finance, and Recreational Vehicles and Marine Finance. It operates through three businesses: Triad Financial Services, which manufactures home loans; Source One Financial, which is engaged in nationwide marine and RV lending; and Intercoastal Finance Group, which is engaged in national marine and RV lending. It provides prime credit portfolio solutions: Secured consumer loan portfolios, which manufactures home loans, and Secured consumer loan portfolios, which provides marine and RV loans.