Holders of shares of Wheels Group Inc (TSXV: WGI) have approved the company’s previously announced acquisition by Radiant Logistics Inc (NYSE MKT: RLGT). The cash and stock deal, which is valued at $95 million, will be financed partly by subordinated debt provided by Alcentra Capital Corp and Triangle Capital Corp, and a senior loan provided by an affiliate of Integrated Asset Management Corp. Wheels Group is a third party logistics provider based in Mississauga, Ontario.
Wheels Group Inc. announces shareholder approval of acquisition by Radiant Logistics, Inc.
TORONTO, March 26, 2015 /CNW/ – Wheels Group Inc. (“Wheels”) (TSXV: WGI) is pleased to announce that, at its special meeting of shareholders held today (the “Meeting”), holders of common shares of Wheels approved the arrangement (the “Arrangement”) with Radiant Logistics, Inc. (“Radiant”) (NYSE MKT: RLGT) and its wholly-owned subsidiary, Radiant Global Logistics Ltd. (formerly Radiant Global Logistics ULC) (the “Purchaser”) previously announced by Wheels in their press release dated January 20, 2015.
Pursuant to the Arrangement, the Purchaser has agreed, subject to the terms and conditions of the arrangement agreement dated January 20, 2015 among Wheels, Radiant and the Purchaser (the “Arrangement Agreement”), to acquire all of the outstanding common shares of Wheels by way of the Arrangement.
The Arrangement was approved by approximately 100% of the votes cast at the Meeting. In addition, the Arrangement was approved by approximately 100% of the votes cast at the Meeting excluding the votes cast by “interested parties” as required pursuant to Multilateral Instrumental 61-101 – Protection of Minority Security Holders in Special Transactions.
Wheels expects to apply for final court approval of the Arrangement on March 31, 2015. Subject to obtaining the final court approval and the remaining conditions to closing being satisfied, it is anticipated that the closing of the Arrangement will occur on or about April 2, 2015.
Further information about the Arrangement is set out in the Wheels’ management information circular dated February 24, 2015 which can be accessed online under Wheels’ issuer profile on SEDAR at www.sedar.com.
About Wheels Group Inc.
Founded in 1988, Wheels is a leading North American third party supply chain logistics (“3PL”) provider. As a non-asset provider, Wheels develops advanced supply chain solutions delivered through its qualified partner network of over 6,000 truck, rail, air and ocean carriers. Wheels serves consumer goods, food and beverage, manufacturing and retail clients through 18 offices throughout the United States and Canada. Wheels has been named one of Canada’s Best Managed Companies since 1997, Platinum since 2003, one of North America’s Top 100 3PL Companies and one of the Top 100 Food 3PLs.
About Radiant Logistics, Inc.
Radiant (www.radiantdelivers.com) is a non-asset based transportation and logistics company providing domestic and international freight forwarding services and an expanding array of value-added solutions, including customs and property brokerage, order fulfillment, inventory management and warehousing. Radiant operates through a network of company-owned and independent agent offices across North America under the Radiant, Airgroup, Adcom, DBA and On Time network brands servicing a diversified account base, including manufacturers, distributors and retailers using a network of independent carriers and international agents positioned strategically around the world.
This press release contains forward-looking statements (including “forward-looking information” within the meaning of applicable Canadian securities legislation and “forward-looking statements” within the meaning of the US Private Securities Litigation Reform Act of 1995). There is the transactional risk that the Arrangement may not close due to one or more conditions in the Arrangement Agreement not being satisfied or the Arrangement Agreement otherwise being terminated. A copy of the Arrangement Agreement is available on www.sedar.com.
None of the common shares of Radiant to be issued by Radiant pursuant to the Arrangement Agreement have been or will be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws, and any securities issued in the Arrangement are anticipated to be issued in reliance upon the exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities.
Neither the TSX Venture Exchange, nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.
SOURCE Wheels Group Inc.
For further information: Ted Irwin, Chief Financial Officer, Tel: (905) 602-2700, www.wheelsgroup.com; Patrick J. Marshall, Investor Relations, Tel: (905) 602-2700, www.wheelsgroup.com
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