Clarke Inc. Announces Withdrawal of Proposal to Privatize Supremex Inc.

HALIFAX, Aug. 12, 2013 /CNW/ - Clarke Inc. ("Clarke") (TSX: CKI CKI.DB.A) announced today that it has withdrawn its proposal to acquire all of the outstanding shares of Supremex Inc. ("Supremex").

Clarke announced in March 2012 that it had delivered to Supremex a proposal to acquire all of the outstanding shares of Supremex for a purchase price of $1.20 per share (the "Proposal"). Since that time, Clarke has engaged in good faith with a committee of independent directors of Supremex appointed to evaluate the Proposal with a view to completing a supported acquisition transaction. However, after five months of discussions, Clarke does not believe it will be able to reach an agreement with the special committee and, therefore, has withdrawn the Proposal.

Michael Rapps, Vice President of Investments, stated "We are disappointed with the results of our discussions with Supremex. We consistently tried to reach an agreement that was both fair to Supremex shareholders and reflective of conditions in the economy generally and the envelope industry in particular. The envelope business continues to decline and those declines will get worse in coming years, the largest envelope company in North America has just declared bankruptcy for the second time in three years and Supremex has considerable actual and contingent liabilities that Clarke would be forced to address immediately after an acquisition. Since announcing our offer five months ago, we did not receive a single inquiry from any third party expressing interest in acquiring Supremex. We believed that acquiring Supremex at this time would deliver immediate liquidity and certainty of value to shareholders and it is unfortunate that the special committee does not feel the same way."

Clarke intends to consider its options with respect to the Supremex shares it owns, including acquiring additional shares, maintaining its current shareholding or disposing of its shares in the open market.

About Clarke

Halifax-based Clarke invests in a variety of private and publicly-traded businesses and participates actively where necessary to enhance performance and increase return. Clarke's securities trade on the Toronto Stock Exchange (CKI; CKI.DB.A); for more information about Clarke, please visit our website at www.clarkeinc.com.

Forward-Looking Statements
This press release may contain or refer to certain forward-looking statements relating, but not limited to, Clarke's expectations, intentions, plans and beliefs with respect to Clarke. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "does not expect", "is expected", "budget", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or equivalents or variations, including negative variations, of such words and phrases, or state that certain actions, events or results, "may", "could", "would", "should", "might" or "will" be taken, occur or be achieved. These forward-looking statements include, but are not limited to, statements regarding the trading price of the Company's securities not fully reflecting the value of the Company's business.

Forward-looking statements rely on certain underlying assumptions that, if not realized, can result in such forward-looking statements not being achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause the actual results of Clarke to be materially different from the historical results or from any future results expressed or implied by such forward-looking statements. Risks and uncertainties include, among others, the Company's investment strategy, legal and regulatory risks, general market risk, potential lack of diversification in the Company's investments, and interest rates and foreign currency fluctuations. Although Clarke has attempted to identify important factors that could cause actual actions, events or results or cause actions, events or results not to be estimated or intended, there can be no assurance that forward-looking statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Other than as required by applicable Canadian securities laws, Clarke does not update or revise any such forward-looking statements to reflect events or circumstances after the date of this document or to reflect the occurrence of unanticipated events. Accordingly, readers should not place undue reliance on forward-looking statements.

SOURCE: CLARKE INC.