The information below will help you to understand the legal terms that are referenced throughout the Member Guide and on this website.
BlueShore Financial Credit Union (“BlueShore Financial”) and Beem Credit Union (“Beem”) are proposing to merge (referred to on this site as the “proposed merger”).
The proposed merger will be structured as an asset transfer under Section 16 of the Credit Union Incorporation Act (BC), whereby Beem will acquire all the assets and assume all the liabilities of BlueShore Financial. Following the proposed merger, BlueShore Financial members and shareholders will become members and shareholders of Beem.
Throughout this website the term “merged credit union” will be used to refer to Beem after the effective date of the proposed merger, when it will be carrying on the business of both Beem and BlueShore Financial.
BlueShore Financial’s members and shareholders are being asked to vote on the proposed merger.
Cautionary note regarding forward-looking statements
This Guide to the proposed merger between BlueShore Financial Credit Union and Beem Credit Union contains forward-looking statements and information. The use of any of the words “expect”, “anticipate”, “continue”, “estimate”, “objective”, “ongoing”, “may”, “will”, “project”, “should”, “believe”, “plans”, “intends”, “potential”, “pro forma” and similar expressions are intended to identify forward-looking statements or information. Forward-looking information presented in such statements or disclosure may, among other things, relate to:
(i) the anticipated benefits from the proposed merger
(ii) the expected completion and implementation date of the proposed merger;
(iii) certain operational and financial information;
(iv) the nature of the merged credit union’s operations following the proposed merger;
(v) sources of income;
(vi) forecasts of capital expenditures, including general and administrative expenses;
(vii) anticipated income taxes;
(viii) business outlook following the proposed merger;
(ix) plans and objectives of management for future operations;
(x) forecast cost savings; and
(xi) anticipated operational and financial performance.
Various assumptions or factors are typically applied in drawing conclusions or making the forecasts or projections set out in forward-looking information. Those assumptions and factors are based on information currently available to BlueShore Financial and Beem, as applicable, including information obtained from third-party industry analysts and other third-party sources.
The assumptions and factors include, but are not limited to:
- the approval of the Asset Transfer Agreement by BlueShore Financial members and by holders of Class C Investment Equity Shares of BlueShore Financial;
- satisfaction of the other conditions for completion of the proposed merger, including the receipt of all required regulatory and third-party approvals to complete the proposed merger;
- the completion of the proposed merger;
- no material changes in the legislative and operating framework for the business of BlueShore Financial and Beem;
- no material adverse changes in the business of BlueShore Financial and Beem; and
- no significant events occurring outside the ordinary course of business of BlueShore Financial and Beem, as applicable, such as a natural disaster or other calamity.
The forward-looking information contained in statements or disclosures in this Guide is based (in whole or in part) upon factors that may cause actual results, performance or achievements of BlueShore Financial or Beem, as applicable, to differ materially from those contemplated (whether expressly or by implication) in the forward-looking information. Actual results or outcomes may differ materially from those predicted by such statements or disclosures. While BlueShore Financial and Beem do not know what impact any of those differences may have on their respective businesses or the business of the merged credit union, results of operations and financial conditions may be materially adversely affected.
You are further cautioned that the preparation of financial statements in accordance with International Financial Reporting Standards requires management to make certain judgments and estimates that affect the reported amounts of assets, labilities, revenues and expenses. These estimates may change, having either a negative or positive effect on net earnings as further information becomes available and as the economic environment changes.
You are cautioned that the foregoing list is not exhaustive. Readers should carefully review and consider the risk factors described under “Risks of the merger” and other risks described elsewhere in this Guide.
The forward-looking statements and information contained in this Guide are made as of the date hereof and BlueShore Financial and Beem undertake no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, except as required by applicable laws. Because of the risks, uncertainties and assumptions contained in this Guide, BlueShore Financial members and shareholders should not place undue reliance on forward-looking statements or disclosures. The forward-looking information and statements contained in this Guide are expressly qualified in their entirety by this cautionary statement.