The Canadian Press

Mullen Group makes rival bid for Livingston International Income Fund

Thu Nov 5, 5:04 PM

By The Canadian Press

OKOTOKS, Alta. - Mullen Group Ltd. (TSX:MTL) made an all-stock bid for Livingston International Income Fund (TSX:LIV.UN) worth about $300 million, topping a cash offer for the fund by a consortium led by the CPP Investment Board.

The trucking and logistics company offered 0.566 of a share for each Livingston trust unit, making the offer worth about $8.72, based on Thursday's closing share price of $15.40.

The CPPIB-led group had offered $8 per share in cash in a deal that valued the income trust at about $273 million.

Units in Livingston, a customs broker and logistics firm, closed up 69 cents at $8.83 on the Toronto Stock Exchange after the Mullen offer was announced.

"Our due diligence is now substantially complete and we hope to complete negotiations and execute a binding acquisition agreement with Livingston as soon as reasonably possible," Mullen president and co-chief executive Steve Lockwood said.

The deal will require approval by two-thirds of Livingston's unitholders and certain other approvals and consents.

If Mullen is successful in its takeover bid, Livingston unit holders will hold about a 19 per cent stake in Mullen.

Livingston's trustees came out in favour of the offer by the CPPIB-led group last month saying that it is the best alternative given the uncertain economic environment and the potential risk from an impending change in tax rules.

The trust said Thursday it still supported the CPPIB offer, but it would review the Mullen proposal.

An information circular distributed by the board to Livingston unitholders calls on them to vote in favour of the deal at the Nov. 24 special meeting.

To be successful, the offer also requires the support of two-thirds of Livingston unitholders and various regulatory approvals.

According to a quarterly financial report issued in August, the fund lost $890,000 in the second-quarter as revenue fell nearly 30 per cent compared with a year earlier, although an improvement over the first quarter of 2009.

The fund cut off monthly distributions to unitholders earlier this year after reporting a $17.3-million loss for the January-March period - primarily due to the disruption to cross-border trade caused by the deep recession that rippled through the global economy last year and early this year.