Mosaic Group Inc. Announces Entering into an Agreement to Sell Its Mosaic Sales Solutions Business
Toronto — Mosaic Group Inc. (TSX: MGX) (the "Company") announced today that it has entered into a definitive agreement with an affiliate of JLL Partners ("JLL") for the sale of the assets and other direct and indirect interests of the Company in its Mosaic Sales Solutions business, for a purchase price of approximately C$105 million, subject to certain conditions. The transaction was entered into as part of the Company's ongoing and comprehensive capital and debt restructuring efforts pursuant to which it retained, in January 2003, Lazard Freres & Co. LLC, New York, as investment banker to assist in the possible sale of all or part of the Company. As previously announced, the Company believes that, based on its current assessment of possible transactions, there will be no recovery for its shareholders.
In December, 2002, the Company and certain of its Canadian subsidiaries and affiliated companies obtained an order from the Ontario Superior Court of Justice under the Companies' Creditors Arrangement Act (Canada) to initiate the restructuring of its debt obligations and capital structure. Additionally, certain of the Company's US subsidiaries commenced proceedings for reorganization under Chapter 11 of the U.S. Bankruptcy Code in the United States Bankruptcy Court for the Northern District of Texas in Dallas. Pursuant to these filings, the Company and its relevant subsidiaries continue to operate under a stay of proceedings. The Company has previously announced it had sought and obtained from the Ontario Superior Court of Justice an order granting it and certain of its Canadian subsidiaries and affiliated companies an extension of protection under the Companies' Creditors Arrangement Act (Canada) to June 16, 2003.
The sale of the assets of and interests in the Mosaic Sales Solutions business is subject to the receipt of all necessary consents and approvals including the approval of the United States Bankruptcy Court and the granting of certain relief by the Ontario Superior Court of Justice. As is customary in connection with a sale of assets of a company that is under the protection of Chapter 11 of the U.S. Bankruptcy Code, the sale of assets of and interests in the Mosaic Sales Solutions business to JLL shall be subject to the receipt by the Company of higher or better offers at an auction to be scheduled by further order of the Bankruptcy Court which should be within the next 20 days.
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