November 15, 2019
Both Glass Lewis and ISS Recommend Boyd Unitholders Vote FOR the Proposed Corporate Conversion Arrangement
Winnipeg, Manitoba – November 15, 2019 – Boyd Group Income Fund (TSX: BYD.UN) (“the Fund”, “the Boyd Group” or “Boyd”) is pleased to announce that Glass Lewis & Co. (“Glass Lewis”) and Institutional Shareholder Services (“ISS”) have both recommended that unitholders vote FOR the Fund’s proposed plan of arrangement (the “Arrangement”).If approved, the Arrangement will result in the conversion of the Fund (the “Conversion”) from an income trust to a public corporation named “Boyd Group Services Inc.”, which will continue the business of The Boyd Group Inc. and its subsidiaries as one of the largest operators of non-franchised collision repair centers in North America in terms of number of locations and sales.
Glass Lewis and ISS are two leading independent, third party proxy advisory firms who, among other services, provide proxy-voting recommendations to pension funds, investment managers, mutual funds and other institutional shareholders.
Boyd encourages unitholders to read the meeting material in detail.An electronic copy of the Fund Circular is available at www.boydgroup.com and on SEDAR under Boyd’s profile at www.sedar.com.
YOUR VOTE IS IMPORTANT - PLEASE VOTE TODAY
The proxy voting deadline is 10:00 a.m. (Central time) on Friday, November 29, 2019
How to Vote
Registered unitholders (those who hold units in their name and represented by a physical certificate or through the Direct Registration System) may vote by mail, internet, telephone or in person at the Special Meeting.In the interest of time, unitholders are encouraged to vote via the internet or by telephone as follows:
Internet: Vote online at www.investorvote.com, using the control number located on your proxy (which you received in the mail)
Telephone: Call 1-866-732-VOTE (8683) toll free
Beneficial unitholders (those who hold units through a bank, broker or other intermediary) will have different voting instructions provided to them and should follow the instructions found on their voting instruction form.
Internet: Vote online at www.proxyvote.com, using the control number located on your voting instruction form (which you received in the mail)
Telephone: Call the number provided on your voting instruction form.
Boyd unitholders who have questions about the Circular or need assistance with voting their units may contact Boyd’s proxy solicitation agent, Laurel Hill Advisory Group:
Laurel Hill Advisory Group
North America Toll Free: 1-877-452-7184
Collect Calls Outside North America: 1-416-304-0211
About The Boyd Group Income Fund
Boyd Group Income Fund is an unincorporated, open-ended mutual fund trust created for the purposes of acquiring and holding certain investments, including a majority interest in The Boyd Group Inc. and its subsidiaries. Boyd Group Income Fund units trade on the Toronto Stock Exchange (TSX) under the symbol BYD.UN.For more information on The Boyd Group Inc. or Boyd Group Income Fund, please visit our website at http://www.boydgroup.com.
About The Boyd Group Inc.
The Boyd Group Inc. (the “Company”), directly and through subsidiaries, is one of the largest operators of non-franchised collision repair centres in North America in terms of number of locations and sales. The Company operates locations in five Canadian provinces under the trade name Boyd Autobody & Glass (http://boydautobody.com) and Assured Automotive (http://www.assuredauto.ca), as well as in 27 U.S. states under the trade name Gerber Collision & Glass (http://www.gerbercollision.com). The Company uses newly acquired brand names during a transition period until acquired locations have been rebranded.The Company is also a major retail auto glass operator in the U.S. with operations across 34 U.S. states under the trade names Gerber Collision & Glass, Glass America, Auto Glass Service, Auto Glass Authority and Autoglassonly.com. The Company also operates a third party administrator, Gerber National Claims Services (“GNCS”), that offers glass, emergency roadside and first notice of loss services. GNCS has approximately 5,500 affiliated glass provider locations and 4,600 affiliated emergency roadside services providers throughout the U.S. For more information on The Boyd Group Inc. or Boyd Group Income Fund, please visit our website at (http://www.boydgroup.com).
For further information, please contact:
|Brock Bulbuck||Craig MacPhail|
|Tel: (204) 594-1770||Tel: (416) 586-1938 or toll free 1-800-385-5451|
|Executive Vice President & CFO|
|Tel: (204) 895-1244 (ext. 33841)|
Caution concerning forward-looking statements
Statements made in this press release, other than those concerning historical financial information, may be forward-looking and therefore subject to various risks and uncertainties. Some forward-looking statements may be identified by words like “may”, “will”, “anticipate”, “estimate”, “expect”, “intend”, or “continue” or the negative thereof or similar variations. Readers are cautioned not to place undue reliance on such statements, as actual results may differ materially from those expressed or implied in such statements. Factors that could cause results to vary include, but are not limited to: dependence upon The Boyd Group Inc. and its Subsidiaries; operational performance; acquisition risk; employee relations and staffing; brand management and reputation; market environment change; reliance on technology; foreign currency risk; loss of key customers; decline in number of insurance claims; margin pressure and sales mix changes; weather conditions; competition; access to capital; dependence on key personnel; tax position risk; quality of corporate governance; economic downturn; increased government regulation and tax risk; environmental, health and safety risk; fluctuations in operating results and seasonality; risk of litigation; execution on new strategies; insurance risk; cash distributions not guaranteed; unitholder limited liability is subject to contractual and statutory assurances that may have some enforcement risks; real estate management; interest rates; U.S. health care costs and workers compensation claims; low capture rates; energy costs; capital expenditures; and the Fund’s success in anticipating and managing the foregoing risks.
We caution that the foregoing list of factors is not exhaustive and that when reviewing our forward-looking statements, investors and others should refer to the “Risk Factors” section of the Fund’s Annual Information Form, the “Risks and Uncertainties” and other sections of our Management’s Discussion and Analysis of Operating Results and Financial Position and our other periodic filings with Canadian securities regulatory authorities. All forward-looking statements presented herein should be considered in conjunction with such filings.
Boyd Group Services Inc.
1745 Ellice Avenue
Winnipeg, Manitoba, R3H 1A6