Air Canada was informed today that Mr. Justice Blair of the Ontario Superior Court of Justice (Commercial List) has ruled on the application of Onex-AMR to hold a Special Shareholders` Meeting between November 4 and November 8, 1999. The ruling permits Onex-AMR to call the meeting pursuant to the Canada Business Corporations Act.
The final date of a Shareholders` Meeting may also be subject to the outcome of parallel proceedings currently pending before the Federal Court of Canada and Quebec Superior Court to determine the legality of the Onex-AMR Offer, the context in which it was made and the various conditions attached to it.
On September 20, the Air Canada Board of Directors unanimously recommended that shareholders reject the Onex-AMR Offer. The Board stated the following reasons for its recommendation:
1: The Offer transfers in excess of $1 billion in value from Air Canada shareholders to Onex, AMR and Canadian.
2: The price does not reflect the true value and superior prospects of Air Canada.
3: The Offer imposes excessive risk on Air Canada`s shareholders.
4: The Offer raises critical labour issues.
5: The Offer raises significant legal, regulatory and governance issues.