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Specialty Foods Group Announces Completion of Reorganization

OWENSBORO, KY, Feb. 22, 2017 /CNW/ - SFG Parent, Inc. ("SFG Parent") today announced that the Ontario Superior Court of Justice (Commercial List) has issued a final order in connection with its previously announced reorganization (the "Reorganization") to streamline and simplify its capital structure and that of certain related companies.  The Reorganization is expected to facilitate the distribution by SFG Parent of an aggregate of US$55,000,000 to its shareholders.  Approximately 25.6% of that amount (US$14,079,065) will be received by Specialty Foods Group Income Fund (the "Fund"). 

The Reorganization will be carried out in part by way of a court approved plan of arrangement under the Business Corporations Act ( Ontario ), which was approved today by the Ontario Superior Court of Justice (Commercial List).  The Reorganization has also been approved by persons holding more than 99.99% of the units of the Fund represented in person or by proxy at a special meeting of unitholders held on February 17, 2017 .

The Reorganization is expected to close on February 28, 2017 , with distributions to follow to stakeholders in March.  It is also expected that unitholders of the Fund will shortly thereafter receive a distribution of the moneys received by the Fund subject to a holdback of Cdn. $750,000 to cover anticipated Fund expenses and liabilities.  Based upon the Bank of Canada exchange rate as at the close of business on February 21, 2017 , the distribution per unit would be approximately Cdn. $0.88 .  The actual amount per unit to be received will depend upon the exchange rate as at the closing date of the Reorganization.

ABOUT SFG PARENT AND SPECIALTY FOODS GROUP, INC.

SFG Parent holds an interest in Specialty Foods Group, Inc. ("SFG"). SFG is an independent producer and marketer of premium branded and private-label processed meat products in the United States . Through its subsidiaries, SFG sells a wide variety of products such as franks, hams, bacon, luncheon meats and delicatessen meats. These products are sold to a diverse customer base in the retail (e.g., supermarkets) and foodservice (e.g., restaurants) sectors. SFG sells products under a number of leading national and regional brands, such as Field, Kentucky Legend, Kentucky Gold, Fischer's, Mickelberry's and Scott Pete , as well as on a private-label basis.

FORWARD-LOOKING STATEMENTS

This press release contains forward-looking information within the meaning of applicable securities laws that reflects the current expectations of management of SFG Parent regarding the Reorganization, the consummation of the Reorganization, the results of the Reorganization, the timing for completing the Reorganization and the per Unit amount of the distribution to unitholders of the Fund. The words "may", "would", "could", "should", "will", "anticipate", "believe", "plan", "expect", "intend", "estimate", "aim", "endeavour", "project", "continue", "predict", "potential", or the negative of these terms or other similar expressions have been used to identify these forward-looking statements.

Forward-looking statements are based upon a number of assumptions and are subject to a number of known and unknown risks and uncertainties, many of which are beyond management's control, and that could cause actual results to differ materially from those that are disclosed in or implied by such forward-looking statements. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those expected or estimated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. The following factor(s) could cause actual results to differ materially from those discussed in the forward looking information: failure to satisfy the conditions to completion of the Reorganization. Additional risks and uncertainties regarding SFG Parent and the Reorganization have been described in the Fund's information circular dated January 10, 2017 filed under the Fund's profile at www.sedar.com.

This forward-looking information represents management's views as of the date of this press release. While subsequent events and developments may cause such views to change, SFG Parent does not intend to update this forward-looking information, except as required by applicable securities laws.

SOURCE Specialty Foods Income Group Fund


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