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On July 22, 2024, Sleep Country Canada Holdings Inc. announced it had entered into an arrangement agreement with Fairfax Financial Holdings Limited and its wholly owned subsidiary, 16133258 Canada Inc., dated July 21, 2024. Fairfax would acquire all issued and outstanding common shares of Sleep Country for C$35.00 per share in cash, valuing the company at approximately C$1.7 billion. The price represented a 34% premium to the 20-day volume-weighted average price and a 28% premium to the July 19, 2024 closing price.
A special committee of independent directors, chaired by Christine Magee, oversaw the process. CIBC Capital Markets acted as financial adviser, and Blair Franklin Capital Partners provided an independent fairness opinion. The committee concluded the deal was fair and in shareholders’ best interests.
President and CEO Stewart Schaefer expressed pride in the company’s accomplishments and optimism about the partnership. Fairfax Chairman and CEO Prem Watsa praised Sleep Country’s leadership and brand strength.
On October 1, 2024, the acquisition closed under a court-approved plan of arrangement pursuant to section 192 of the Canada Business Corporations Act. All outstanding shares were acquired for C$35.00 in cash. CIBC Capital Markets and Davies Ward Phillips & Vineberg LLP advised Sleep Country, while Torys LLP advised Fairfax.
Parties
Company
Sleep Country Canada Holdings Inc.
Company
16133258 Canada Inc.
Company
Fairfax Financial Holdings Limited
Deal Type
Merger & AcquisitionIndustry
OtherTransaction
$ 1,700,000,000Deal Status
ClosedClosing Date
01 October 2024