Taiga Building Products announces payment of tax reassessment

Taiga Building Products announces payment of tax reassessment

Canada NewsWire

BURNABY, BC, Jan. 31, 2017

BURNABY, BC, Jan. 31, 2017 /CNW/ - Taiga Building Products Ltd. ("Taiga" or the "Company") (TSX: TBL & TBL.NT) announces that it has paid approximately $42 million (the "Reassessment Amount") to Canada Revenue Agency (the "CRA") representing the full amount owing pursuant to the previously announced notice of reassessment in respect of its 2005 to 2013 taxation years. The Reassessment Amount was fully funded by Berjaya Forest Products (Luxembourg) S.a.r.l. ("Berjaya") and Genghis S.a.r.l. (Luxembourg) ("Genghis") in accordance with their obligations under their indemnity agreements with Taiga.

The payment of the Reassessment Amount was made in connection with two transactions (the "Transactions") involving Berjaya and Genghis, respectively, and UPP Holdings Limited, and certain of its affiliates and subsidiaries (collectively, "UPP"). The Transactions consisted of a sale by Berjaya to UPP of all of its common shares and subordinated notes of Taiga and a sale by Genghis to UPP of all of its common shares of Taiga. As a result of the Transactions, UPP now holds approximately 58% of the issued and outstanding common shares of the Company. Taiga's current chairman and former significant shareholder, through Genghis, Dr. Kooi Ong Tong, is UPP's executive chairman, chief executive officer and significant shareholder. UPP is an investment holding company listed on the Singapore Exchange.

The completion of the Transactions would constitute a "change of control" under the following two agreements: (i) the note indenture among Taiga, certain guarantors and Computershare Trust Company of Canada, as trustee, dated September 1, 2005, as amended (the "Indenture"), which governs Taiga's outstanding 14% unsecured subordinated notes due in 2020; and (ii) the amended and restated credit agreement among Taiga, certain other affiliated borrowers and guarantors, JPMorgan Chase Bank, as senior lender, and certain other lenders dated November 25, 2013 (the "Credit Agreement"), providing for the Company's senior revolving credit facility. As a result, Taiga entered into amendments to both the Credit Agreement and the Indenture in accordance with the terms thereof in order to permit the Transactions to complete without triggering the change of control requirements under such agreements.

SOURCE Taiga Building Products Ltd.

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