Thursday, August 30, 2007

Viceroy Homes announces proposal to privatize

13:03 EDT Tuesday, August 28, 2007


PORT HOPE, ON, Aug. 28 /CNW/ - Viceroy Homes Limited (the "Company") announced today that it has been informed that Joint Stock Company Open Investments ("OPIN"), a real estate development and investment company based inMoscow, Russia, intends to make a proposal to the Board of Directors of the Company to take the Company private.

OPIN has informed the Company that it has entered into an agreement with Viceroy Construction (1984) Limited, Gaylord G. Lindal, Christopher H. Lindal andFred Haas (collectively, the "MVS Shareholders"), the holders of all the outstanding Class B Multiple Voting Shares of Viceroy, whereby the MVS Shareholders would continue as shareholders of Viceroy after the going private transaction is completed. Among other things, the agreement provides that, subject to certain conditions including the execution of a shareholders' agreement after the approval of the plan of arrangement, they will vote their Class B Multiple Voting Shares in favour of the transaction.

As part of the proposed transaction, OPIN (through an affiliated entity) would acquire the outstanding Class A Subordinate Voting Shares of Viceroy for C$4.25 cash per share, which represents an approximately 37% premium over the C$3.10 closing price of the Class A Subordinate Voting Shares on theToronto Stock Exchange on August 27, 2007, and an approximately 37% premium over the volume weighted average trading price over the past three months.

The Board intends to form a special committee to review any such proposal and the Company will make a further announcement at a later date.

Founded 52 years ago, Viceroy Homes is a leader in pre-engineered housing that offers high-quality building designs and materials combined with lower cost and reduced on-site construction time. Viceroy is the largest supplier of Canadian housing technology to a growing export market providing superior housing solutions for builders and developers around the world. The Company has vertically integrated manufacturing facilities located in Ontario and British Columbia. Viceroy's Class A Subordinate Voting Shares trade on theToronto Stock Exchange under the symbol VHL.A.

For further information: William R. Simpson, Vice-President, Finance and Secretary-Treasurer, (905) 885-8600 - Ext. 220,

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