eMedia Networks International Corporation (TSX VENTURE:EMM) ("eMedia" or the
"Company") today announced a proposal (the "Proposal") by Jasvir Athwal, Darren
Reiter and David Mears, all directors and officers of the Company, for the
Company to go private. Mr. Reiter states the following as reasons for the
Proposal: "Given the lack of liquidity of the Common Shares, the inability of
the Company to raise significant capital on the TSXV from Canadian investors,
and on the basis that the administrative burden associated with the Company's
status as a reporting company outweighs any benefits to the Company resulting
from that status, I sincerely believe that it is in the best interests of the
Company that it be taken private." 


Under the Proposal, the going-private transaction (the "Transaction") will be
accomplished through the consolidation of the Company's issued and outstanding
common shares (the "Common Shares") on the basis of one new common share ("New
Common Share") for every 1,213,000 Common Shares now issued and outstanding (the
"Consolidation"). After effecting the Consolidation, those shareholders who
would receive less than one whole New Common Share will have their fractional
New Common Share purchased by the Company at a price of $0.045 in cash per
Common Share held by them immediately prior to the Consolidation, with the
result that following the Consolidation, the Company will have a small number of
holders of at least one whole New Common Share, including Jasvir Athwal, Darren
Reiter and David Mears, and fewer than 51 security holders in Canada in total.
Following completion of the Transaction, eMedia will apply to have the New
Common Shares delisted from the TSX Venture Exchange (the "TSXV") and it will
also apply to the applicable Canadian securities regulatory authorities to cease
to be a reporting issuer in each province in which it is currently a reporting
issuer. 


The $0.045 price per pre-Consolidation Common Share represents a 34.6% premium
to the weighted average trading price of the Common Shares in the 10 trading
days prior to November 18, 2013 ($0.033), a 31.4% premium to the weighted
average trading price of the Common Shares in the 30 trading days prior to
November 18, 2013 ($0.034), as well as a -16% premium to the weighted average
trading price of the Common Shares in the 90 trading days prior to November 18,
2013 ($0.054).


The Proposal was considered by an independent special committee of the board of
directors composed of Gordon Anderson and Dan Fraser (the "Special Committee").
The Special Committee engaged Evans & Evans, Inc. ("Evans"), an independent
financial advisor, to prepare a fairness opinion with respect to the Transaction
(the "Fairness Opinion"). Subject to the qualifications, restrictions and
assumptions set forth in the Fairness Opinion, in the opinion of Evans, as at
November 19, 2013, the terms of the Transaction are fair, from a financial point
of view, to the minority shareholders of the Company (the "Minority
Shareholders"). 


After consideration of all of the circumstances, the Special Committee concluded
that the Proposal is in the best interests of the Company and fair to the
Minority Shareholders. Accordingly, the Special Committee recommended that the
Board resolve to agree to the terms expressed in the Proposal and to approve the
negotiation and execution of a formal agreement with Jasvir Athwal, Darren
Reiter and David Mears to implement the Transaction, subject to the receipt of
all required shareholder and regulatory approvals. 


The Transaction is subject to shareholder approval by way of a special
resolution of the shareholders of the Company and by a majority of the votes
cast on the resolution by Minority Shareholders, and acceptance for filing by
the TSX Venture Exchange. The Company will be calling a meeting of the Company's
shareholders to be held in Vancouver, British Columbia at which the Transaction
will be voted upon by shareholders (the "Meeting"). Full details of the
Transaction and the Meeting will be included in a management information
circular which the Company is to send to shareholders shortly. 


About eMedia Networks

eMedia provides custom music programming for in-store retail brands and other
consumer environments. Since 1991, eMedia has provided an end-to-end audio
solution for retailers that require custom selected music to play in their
stores. Through its low-cost emPlayer audio product, eMedia serves over 2,500
subscribers in North America. emPlayer is a proprietary audio player capable of
playing CD-quality music and custom audio content from playlists controlled
on-site or remotely through the Internet. The Company trades on the TSX Venture
Exchange under the symbol EMM. For more information, visit
www.emedianetworks.com.


Neither TSX Venture Exchange nor its Regulation Services Provider (as that term
is defined in the policies of the TSX Venture Exchange) accepts responsibility
for the adequacy or accuracy of this release.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Media and Investors: eMedia Networks International Corp.
Darren Reiter
CEO
+1 (604) 742-3344


President and Founder: eMedia Networks International Corp.
Jasvir Athwal
CFO
+1 (604) 742-3344
reiter@emedianetworks.com
www.emedianetworks.com

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