SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of December, 1998
HOLLINGER INC.
(Translation of registrant's name into English)
10 Toronto Street
Toronto, Ontario M5C 2B7
CANADA
(Address of principal executive offices)
(Indicate by check mark whether the registrant
files or will file annual reports under cover of Form 20-F or
Form 40-F.)
Form 20-F Form 40-F x
(Indicate by check mark whether the registrant by
furnishing the information contained in this form is also
thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)
Yes No x
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EXHIBIT LIST
Sequential
Exhibit Description Page Number
99.1 Press Release dated December 17, 4
1998 of Hollinger Canadian
Publishing Holdings Inc., Hollinger
Inc. and Hollinger International
Inc.
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SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this
report to be signed on its behalf by the undersigned,
thereunto duly authorized.
HOLLINGER INC.
Date: December 18, 1998 by /s/ Charles G. Cowan, Q.C.
----------------------------
Name: Charles G. Cowan, Q.C.
Title: Vice President and
Secretary
NORTH AMERICAN DISCLOSURE NETWORK (ENGLISH) (FRENCH) TRANSLATION
For immediate release on Thursday, December 17, 1998
HOLLINGER CANADIAN PUBLISHING HOLDINGS INC. (Canada)
HOLLINGER INC. (Canada)
HOLLINGER INTERNATIONAL INC. (U.S.)
SOUTHAM BID
Toronto, Canada, December 17, 1998 - Hollinger Canadian
Publishing Holdings Inc. ("Hollinger Canadian") (TSE, ASE: HCP.U) and its
affiliates, Hollinger Inc. ("Hollinger") (TSE, ME, VSE: HLG.C; NASDAQ:
HLGCF) and Hollinger International Inc. ("Hollinger International") (NYSE:
HLR), announce that Hollinger Canadian, a Canadian company in the Hollinger
consolidated group of companies, today mailed the previously announced
take-over bid (the "Bid") to shareholders of Southam Inc. ("Southam") (TSE,
MSE: STM) to acquire all of the common shares of Southam not presently
controlled by the Hollinger group for $22.00 cash per share to be paid
after the $7.00 per share special dividend to be paid on January 4, 1999.
Shareholders who wish to tender to the Bid should submit their shares prior
to 5:00 p.m. on January 13, 1999.
Hollinger Canadian has received a valuation of the Southam
minority common shares, prepared in accordance with the provisions of
Ontario Securities Commission Policy 9.1, from Newcrest Capital Inc., an
independent firm with experience in business and securities valuation,
indicating that in their opinion as at December 11, 1998: (i) the current
fair market value of the Southam common shares was in the range of $27.50
to $32.25 per share; (ii) the fair market value of the Southam common
shares after payment of the $7.00 special dividend is therefore in the
range of $20.50 to $25.25 per share; and (iii) the Bid is fair, from a
financial point of view, to the Southam minority shareholders.
The $22.00 per share price (pre-special dividend equivalent of
$29.00) constitutes a premium of approximately 16% over the $25.00 closing
price per share on The Toronto Stock Exchange on the last trading day prior
to the announcement on December 2, 1998 that Hollinger Canadian intended to
make the Bid.
The Bid to Southam shareholders is subject to
certain terms and conditions including the right of Hollinger
Canadian, at its option, not to accept for purchase and pay
for any shares deposited unless: (i) at least 66-2/3% of the
shares sought under the Bid are deposited and not withdrawn
at the expiration of the Bid; and (ii) Southam shareholders
have approved by a majority of the minority vote the deletion
from Southam's restated articles of incorporation of the
provisions entitled "Higher Vote for Certain Business
Combinations and Certain Amendments to the Articles and
By-laws". Those provisions, like the related party
transaction provisions of Ontario Securities Commission
Policy 9.1, would require a majority of the minority vote in
connection with a
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going private transaction subsequent to the Bid but, unlike the Policy 9.1
provisions, would not permit Southam shares purchased pursuant to the Bid
to be included in the calculation of the minority approval in respect of a
subsequent going private transaction.
A Special Meeting of Southam shareholders will be held at 9:00
a.m. (Toronto time) on January 14, 1999 in order to seek the shareholder
approvals necessary to satisfy this condition of the Bid. Southam
shareholders who wish to accept and support the Bid should ensure that the
Tendering Document (which includes a proxy for the meeting) is submitted to
CIBC Mellon prior to 5:00 p.m. (Toronto time) on January 13, 1999.
Hollinger Canadian currently owns 53,961,148 Southam common
shares, representing approximately 71% of the issued and outstanding
Southam common shares. The total consideration payable for all of the
minority shares is approximately $484 million (Cdn.). Hollinger Canadian
will finance the Bid with its portion of the Southam special dividend and
by a borrowing under an existing bank credit facility.
For information please call:
J. A. Boultbee Peter Y. Atkinson
Executive Vice-President and Vice-President and General
Chief Financial Officer, Counsel
Hollinger Inc., Hollinger Hollinger Canadian Publishing
Canadian Publishing Holdings Holdings Inc. and Hollinger Inc.
Inc. and and Vice-President,
Hollinger International Inc. Hollinger International Inc.
(416) 363-8721 (416) 363-8721
Paul B. Healy
Vice-President, Corporate
Development and Investor
Relations
Hollinger International Inc.
(212) 586-5666
