Cantronic Systems Inc., a Vancouver, British Columbia-based manufacturer and distributor of infrared thermal imaging and night vision systems, recently completed its previously-announced going-private transaction. The deal occurred by way of a statutory plan of arrangement under the province’s Business Corporations Act. Cantronic has since 2008 received venture capital investments from Pender Growth Fund, managed by PenderFund Capital Management.
Cantronic Systems Inc.’s Going Private Plan of Arrangement Becomes Effective
VANCOUVER, BRITISH COLUMBIA–(Marketwire – Jan. 31, 2013) – Cantronic Systems Inc. (TSX VENTURE:CTS) (“Cantronic” or the “Company”) is pleased to announce that its previously announced going-private transaction by way of a statutory plan of arrangement (the “Arrangement”) under the Business Corporations Act (British Columbia) became effective today.
The Arrangement involves, among other things, the consolidation (the “Consolidation”) of the Company’s issued and outstanding common shares (the “Common Shares”) on the basis of one post-Consolidation common share for every 1,600,000 Common Shares issued and outstanding, as well as the cancellation of all stock options. After giving effect to the Consolidation, each holder of pre-Consolidation Common Shares who holds less than one post-Consolidation Common Share (“Fractional Holders”) will be paid, in lieu of any fractional post-Consolidation Common Share, $0.04 in cash by the Company in exchange for each pre-Consolidation Common Share held by them (the “Fractional Consideration”) and such Fractional Holder will cease to be the holder thereof or have any rights as a holder in respect of such Common Shares other than the right to be paid by the Company the Fractional Consideration for such Common Shares and the name of the holder thereof will be removed from the central securities register of the Company with respect to such Common Shares.
The Common Shares are expected to be delisted from the TSX Venture Exchange effective at the close of business on February 1, 2013. The Company will apply to the applicable Canadian securities regulatory authorities to cease to be a reporting issuer.
Further details regarding the terms of the Arrangement are set out in the management information circular of Cantronic dated December 12, 2012, which is available at www.sedar.com. Full details of the Arrangement are disclosed in the December 19, 2012 press release also available on SEDAR.
On behalf of the Board of Directors of CANTRONIC SYSTEMS INC.
James Zahn, Chief Executive Officer
Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this new release.
Cantronic Systems Inc.
Chief Executive Officer
(604) 516-6667, extension 228
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