1. Preparatory stage:

• Board of directors of the bidder meets to consider proceeding with the bid.
• Approach the target and significant shareholders and attempt to negotiate terms of the support agreement/lock-up agreement.
• Request shareholder list from target company.
• Finalize offer documents.
• Translate offer documents into French (if takeover bid is being made in Québec).
• Board of directors of the bidder approves bid and offer documents, support agreement and lock-up agreements.
• Execute final support agreement and lock-up agreements.
• Announce execution of support agreement and lock-up agreements.

2. Launching of the bid:

• Mail offer documents to shareholders of the target company and file with securities regulatory authorities and applicable stock exchanges.

4. Expiry of bid (open for a minimum 105 days from date of bid, subject to shortening to 35 days under certain friendly scenarios (initial deposit period)):

• Bidder issues press release confirming it has achieved the 50% minimum tender requirement (and all other terms and conditions have been complied with or waived), disclosing the number of shares deposited and to be taken up and paid for, and that bid has been extended by at least 10 days.

5. Bidder immediately takes up shares deposited under bid and, not later than three business days (assuming not a partial bid) thereafter, pays for such shares.

6. Bid extended by mandatory minimum 10 days after initial deposit period:

• Bidder issues press release after expiry of bid disclosing the number of shares deposited and to be taken up.

7. Bidder takes up and pays for shares (deposited during the mandatory 10-day extension period) not later than 10 days after the deposit.

8. Commence second stage transaction, if applicable.

1. Preparatory stage:

• Meeting of the board of the offeror to consider proceeding with arrangement.
• Approach the target and negotiate terms of the arrangement agreement.
• Approach significant target shareholders in respect of support agreements and negotiate same.
• Meeting of the board to approve terms of the arrangement agreement.
• Execution of the arrangement agreement.
• Announce execution of the arrangement agreement by press release.
• File material change report in respect of execution of the arrangement agreement.
• Preparation of draft proxy circular, notice of meeting and proxy forms for shareholders of the target.

2. Record date for meeting of target shareholders, not more than 60 days and not less than 30 days prior to meeting date.

3. Seek interim order of court regarding arrangement, prior to mailing of meeting materials.

4. Mail meeting materials to shareholders of the target and file with securities regulatory authorities and applicable stock exchanges, at least 21 days prior to the meeting date.

5. Meeting of security holders of target to consider arrangement.

6. Seek final order of court to approve plan of arrangement, as soon as possible after meeting date.

7. Completion of arrangement, subject to satisfaction of conditions to completion, by filing of articles of arrangement, as soon as possible after final court order.