- ISC's Board of Directors unanimously recommends that Shareholders vote "IN FAVOUR" of the Transaction.
- ISC Shareholders are encouraged to review the meeting materials carefully and submit their votes well in advance of the proxy voting deadline of Wednesday, June 24, 2026 at 9:00 a.m. (Saskatchewan Time/CST).
- Questions? Need Help Voting? Contact Kingsdale Advisors by calling 1-800-485-6763 (Toll-free in North America), 1-437-561-4995 (Call and Text) or by email at contactus@kingsdaleadvisors.com:
REGINA, Saskatchewan, June 01, 2026 (GLOBE NEWSWIRE) -- Information Services Corporation (TSX:ISC) ("ISC" or the "Company") announced today that it has commenced mailing of its Management Information Circular and Proxy Statement (the "Circular") for the Company's Special Meeting of Shareholders to be held on June 26, 2026 at 9:00 a.m. (Saskatchewan Time/CST) (the "Meeting") in connection with the previously announced Arrangement Agreement with a wholly-owned subsidiary of Plenary Americas LP ("Plenary Americas").
Under the terms of the Arrangement Agreement, ISC will be taken private and ISC Shareholders (the "Shareholders") (other than Rollover Shareholders (as defined below) in respect of their Rollover Shares (as defined in the Circular)) will receive CAD$51.00 per Class A Limited Voting Share ("Share"), representing an enterprise value of CAD$1.2 billion (the "Transaction"). The Transaction will be implemented by way of a plan of arrangement under The Business Corporations Act, 2021 (Saskatchewan).
The Circular and other related Meeting materials, along with ISC's Annual Report for 2025, are also available on SEDAR+ at www.sedarplus.ca and ISC's investor relations website at www.investors.isc.ca.
Board Recommendation
The Board of Directors of ISC (the "Board") appointed a Special Committee of Independent Directors (the "Special Committee") to consider the Transaction. Having considered such factors as it determined relevant, including the fairness opinions and receipt of the unanimous recommendation of the Special Committee, the Board unanimously determined (with Government of Saskatchewan appointees recusing) that the Transaction is in the best interests of ISC and fair to Shareholders (other than Crown Investments Corporation of Saskatchewan ("CIC") and certain members of ISC's senior management who have entered into equity rollover agreements to retain an interest in ISC following closing of the Transaction (the "Rollover Shareholders")) and recommends that Shareholders vote in favour of the Transaction by voting "IN FAVOUR".
Receipt of the Interim Order
On May 26, 2026, the Company was granted an interim order (the "Interim Order") from the Court of King's Bench of Saskatchewan providing for the calling and holding of the Meeting and certain other matters related to the Meeting and the Transaction. A copy of the Interim Order is included in the Circular.
Subject to obtaining the required approval of Shareholders and the final order and to the satisfaction or waiver of the other conditions to the Transaction as set out in the Arrangement Agreement, the Transaction is expected to be completed in the third quarter of 2026.
About the Meeting and Circular
ISC will hold the Meeting on June 26, 2026 at 9:00 a.m. (Saskatchewan Time/CST) to seek Shareholder approval of the Transaction, the details of which are set forth in the Circular. The Meeting will be held in person at The Hotel Saskatchewan, Regency Ballroom, 2125 Victoria Avenue, Regina, SK, S4P 0S3.
As set out in the Circular, at the Meeting, Shareholders will be asked to consider, and if deemed advisable, pass a special resolution approving the Transaction. The Circular contains important information for Shareholders, who are encouraged to review all Meeting materials carefully.
In order to become effective, the Transaction must be approved by: (a) at least 66?% of the votes cast by Shareholders present in person or represented by proxy; (b) a simple majority of the votes cast by Shareholders present in person or represented by proxy after excluding the votes cast by CIC and the Rollover Shareholders; and (c) CIC, as the sole holder of the Class B Golden Share.
Voting Instructions for Shareholders
Shareholders are encouraged to vote as early as possible, as every vote is important. Only Shareholders of record at the close of business on May 27, 2026 will be eligible to vote.
Registered shareholders will receive a copy of the Circular, accompanied by a Form of Proxy ("Proxy") from TSX Trust Company. Non-registered (beneficial) Shareholders will receive a copy of the Circular, accompanied by a Voting Instruction Form ("VIF") distributed by their intermediary (i.e. broker, investment dealer, bank).
Shareholders may attend the Meeting in person to vote their Shares or they can vote their Shares prior to the Meeting in accordance with the applicable instructions that are provided. The deadline for Shareholders to vote in advance of the Meeting is 9:00 a.m. (Saskatchewan Time/CST) on Wednesday, June 24, 2026. Shareholders holding Shares through an intermediary may have an earlier deadline by which the intermediary must receive voting instructions.
Questions? Need Help Voting?
If you need assistance or have questions about how to vote, please contact ISC's strategic advisor, Kingsdale Advisors
- Toll-free in North America: 1-800-485-6763
- Call and Text: 1-437-561-4995
- Email: contactus@kingsdaleadvisors.com
About ISC
Headquartered in Canada, ISC is a leading provider of registry and information management services for public data and records. Throughout our history, we have delivered value to our clients by providing solutions to manage, secure and administer information through our Registry Operations, Services and Technology Solutions segments. ISC is focused on sustaining its core business while pursuing new growth opportunities. The Shares of ISC trade on the Toronto Stock Exchange under the symbol ISC.
Cautionary Note Regarding Forward-Looking Information
This news release contains forward-looking information within the meaning of applicable Canadian securities laws, including statements related to the proposed Transaction, the anticipated timing and the various steps to be completed in connection with the Transaction, including (among other things) the mailing of the Circular and other related Meeting materials and the holding of the Meeting (including the timing thereof), as well as the satisfaction or waiver of the conditions to completing the Transaction (such as receipt of required Shareholder and court approvals) and the anticipated closing of the Transaction (including the timing thereof). Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause actual results or events to differ from those expressed or implied by such forward-looking information. Important factors that could cause actual results to differ materially from the Company's plans or expectations include, without limitation, risks related to changes in economic, market and business conditions, the potential for the Transaction to be modified, restructured, or terminated, uncertainties related to, without limitation, the timing of and obtaining court, Shareholder and regulatory approvals, shifts in customer demands and expectations, reliance on key customers and licences, dependence on key projects and clients, the ability to secure new business and manage fixed-price contracts, identification of viable growth opportunities, execution of the Company's growth strategy, competition, contract termination risks and other risks disclosed from time to time in the Company's filings, including those detailed in ISC's Annual Information Form for the year ended December 31, 2025 and ISC's Unaudited Interim Consolidated Financial Statements and Notes and Management's Discussion and Analysis for the quarter ended March 31, 2026, copies of which are filed on SEDAR+ at sedarplus.ca.
The forward-looking information in this release is made as of the date hereof and, except as required under applicable securities legislation, ISC assumes no obligation to update or revise such information to reflect new events or circumstances.
Investor Contact
Jonathan Hackshaw
Senior Director, Investor Relations & Capital Markets
Toll Free: 1-855-341-8363 in North America or 1-306-798-1137
investor.relations@isc.ca
