The Keg Royalties Income Fund closes plan of arrangement with an affiliate of Fairfax Financial
Torys acted as counsel to Fairfax Financial with a team that included Janan Paskaran, Jon McDonald and Logan Orr (corporate/M&A), Omar Wakil and Rebecca Wagner (competition), John Tobin and Benjamin Mann (tax).
On August 13, 2025, The Keg Royalties Income Fund (“Keg Royalties”) and 1543965 B.C. Ltd. (the “Purchaser”), an affiliate of Fairfax Financial Holdings Limited (collectively with its affiliates, “Fairfax”) announced the closing of the previously announced plan of arrangement pursuant to a non-binding letter of intent dated on May 5, 2025.
Under the arrangement agreement, dated June 17, 2025, the Purchaser acquired all of the issued and outstanding units of Keg Royalties, other than those already owned by Fairfax (which currently owns approximately 33.92% of the units of Keg Royalties on a fully-diluted basis), for a price of C$18.60 per unit, payable in cash.
The transaction was implemented by way of a statutory plan of arrangement under the Business Corporations Act (British Columbia) was the product of extensive, arm’s length negotiations between the board of trustees of Keg Royalties (the “Trustees”) and representatives of Fairfax.
With the closing of the transaction, the Purchaser is now the sole trustee of Keg Royalties and the units were delisted from the Toronto Stock Exchange as of the close of trading on August 12, 2025.
Further information can be found on GlobeNewswire’s website.
Keg Royalties is a limited purpose, open-ended trust established under the laws of the Province of Ontario that, through The Keg Rights Limited Partnership, a subsidiary of Keg Royalties, owns certain trademarks and other related intellectual property used by Keg Restaurants Ltd.
Fairfax Financial is a holding company which, through its subsidiaries, is primarily engaged in property and casualty insurance and reinsurance and the associated investment management.