22:51:06 EDT Tue 21 Jul 2026
Enter Symbol
or Name
USA
CA



Andrew Peller Ltd
Symbol ADW
Shares Issued 35,927,776
Close 2026-07-21 C$ 7.97
Market Cap C$ 286,344,375
Recent Sedar+ Documents

Andrew Peller to hold special holder meeting Aug. 11

2026-07-21 20:59 ET - News Release

An anonymous director reports

ANDREW PELLER LIMITED ANNOUNCES MAILING OF MEETING MATERIALS AND RECEIPT OF INTERIM ORDER IN RESPECT OF GOING PRIVATE TRANSACTION

Andrew Peller Ltd. has mailed its notice of meeting, management information circular, forms of proxy and letters of transmittal to the holders of Class A shares and Class B shares of the company in connection with the special meeting of shareholders scheduled to be held on Aug. 11, 2026.

The meeting materials were mailed to shareholders of record as of July 6, 2026, in connection with the special meeting to consider and, if deemed advisable, pass a special resolution, approving the proposed plan of arrangement involving Fairfax Financial Holdings Ltd., and 18013632 Canada Inc. (the purchaser), a newly formed and wholly owned subsidiary of Fairfax, pursuant to which the purchaser will acquire all of the issued and outstanding Class A shares and Class B shares of the company (other than those shares held by John Peller and certain affiliates) for cash consideration of $8 per Class A share and $12 per Class B share. The meeting materials are also available on SEDAR+ under the company's issuer profile.

The special meeting will be held virtually and commence at 10 a.m. Toronto time on Aug. 11, 2026. Shareholders can access the special meeting on-line.

To be effective, the arrangement resolution requires the approval of: (a) not fewer than 66-2/3rds per cent of the votes cast by holders of Class A shares present or represented by proxy and entitled to vote at the special meeting (voting together as a single class); (b) not fewer than 66-2/3rds per cent of the votes cast by holders of Class B shares present or represented by proxy and entitled to vote at the special meeting (voting together as a single class); (c) a simple majority of the votes cast by the holders of Class A shares present or represented by proxy and entitled to vote at the special meeting, other than Class A shares held by rollover shareholders and any other person required to be excluded under Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions); and (d) a simple majority of the votes cast by the holders of Class B shares present or represented by proxy and entitled to vote at the special meeting, other than the Class B shares held by rollover shareholders and any other person required to be excluded under MI 61-101. Following the special meeting, the company will announce the voting results of the special meeting.

For more details on the arrangement, the special meeting and the consideration, please see the circular which is available on SEDAR+ under the company's issuer profile and on the company's investor relations page.

Receipt of interim order

The company is also pleased to announce that the Ontario Superior Court of Justice (commercial list) granted an interim order dated July 9, 2026, providing for the calling and holding of the special meeting and other procedural matters relating to the arrangement.

Completion of the arrangement remains subject to, among other things: (i) approval of the arrangement resolution at the special meeting; (ii) receipt of the final order of the Ontario Superior Court of Justice (commercial list) for the arrangement; and (iii) receipt of regulatory approvals.

Your vote is important. Please vote today.

The board of directors of the company, on the basis of a unanimous recommendation of the special committee of independent directors of the company, and after receiving advice from its financial and legal advisers, with interested directors abstaining, approved the arrangement and recommends that shareholders vote for the arrangement resolution.

Shareholders are encouraged to vote well in advance of the proxy cut-off time of 10 a.m. Toronto time on Aug. 7, 2026.

If you have any questions or need assistance in your consideration of the arrangement, with the completion and delivery of your form of proxy or voting instruction form, or with the delivery of your shares and letter(s) of transmittal to Computershare Investor Services Inc., as depositary in respect of the arrangement, please contact the company's proxy solicitation agent, Sodali & Co.: (i) by telephone at 1-833-711-5524 (collect 1-289-695-3075); or (ii) by e-mail at assistance@investor.sodali.com.

About Andrew Peller Ltd.

Andrew Peller is one of Canada's leading producers and marketers of quality wines and craft spirits. The company's award-winning premium and ultrapremium Vintners' Quality Alliance brands include Peller Estates, Trius, Thirty Bench, Wayne Gretzky, Sandhill, Red Rooster, Black Hills Estate, Tinhorn Creek and Gray Monk Estates. Complementing these premium brands are a number of popularly priced varietal offerings, wine-based liqueurs, craft ciders and craft spirits. The company owns and operates 101 well-positioned independent retail locations in Ontario under The Wine Shop, Wine Country Vintners and Wine Country Merchants store names. The company also operates Andrew Peller Import Agency and The Small Winemaker's Collection Inc., importers and marketing agents of premium wines from around the world. With a focus on serving the needs of all wine consumers, the company produces and markets premium personal winemaking products through its wholly owned subsidiary, Global Vintners Inc., the recognized leader in personal winemaking products.

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