Settlement Allows Gazit Bid to Proceed

On August 15, 2000, Gazit Acquisition Corp., a subsidiary of Gazit-Globe (1982) Ltd. of Israel, announced that, pursuant to its take-over bid announced on June 13, 2000, it had taken up 10.8 million shares of Toronto-based Centrefund Realty Corporation at $13.25 per share, for an aggregate amount of approximately $145 million. Gazit now holds 87 per cent of Centrefund’s common shares.

The completion of Gazit’s bid follows the court-approved settlement of an application brought by Gazit in Ontario Superior Court against Centrefund, certain of its insiders and related parties to restrain payments to such insiders and related parties payable on a change of control.

Fasken Martineau DuMoulin LLP represented Gazit. Out of its Toronto office, on the corporate side, Richard Steinberg, Cathy Singer, Jeff Legault and Jennifer Mazin acted; Jon Holmstrom provided banking advice; and Jeff Leon, David Hausman and Gideon Forrest were counsel to Gazit with respect to its court application. Centrefund was represented by Goodman Phillips & Vineberg, with Stephen Halperin, Carla Salzman and Sheldon Freeman on the corporate side. Benjamin Zarnett and Nando De Luca handled litigation. Centrefund’s independent committee was advised by Richard Sutin (corporate) and Robert Armstrong (securities litigation) of Meighen Demers. Stikeman Elliott, Goodman and Carr and Lenczner Slaght Royce Smith Griffin all provided advice to various insiders and related parties.