Farmers Edge Inc. (“Farmers Edge” or the “Company”) (TSX: FDGE) has announced that the plan of arrangement, previously disclosed, has been approved. Under this arrangement, 15635594 Canada Inc., a subsidiary of Fairfax Financial Holdings Limited (“FFHL”), will acquire all outstanding common shares of the Company, excluding those held by FFHL and its affiliates, as well as shares held by the Company’s Chief Executive Officer, at a price of $0.35 in cash per common share.
The approval was granted by the shareholders (“Shareholders”) at a special meeting held on March 15, 2024 (“Meeting”). The Arrangement required the affirmative vote of at least two-thirds of the votes cast by Shareholders, and a majority of the votes cast by Shareholders excluding those required to be excluded under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). This excluded FFHL, certain related parties, and the Company’s Chief Executive Officer present in person or represented by proxy at the Meeting.
The Company’s comprehensive report of voting results can be accessed via its SEDAR+ profile at
Next steps involve seeking final approval for the Arrangement from the Court of King’s Bench of Manitoba at a hearing scheduled for March 19, 2024. Completion of the Arrangement is contingent upon satisfying customary closing conditions, including court approval. Assuming all conditions are met or waived, the Arrangement is anticipated to conclude in March 2024, leading to Farmers Edge no longer being publicly held.
