Garneau Inc. announces shareholder approval of voluntary liquidation and dissolution
November 07 2011 - 6:10PM
PR Newswire (Canada)
NEX - GAR.H NISKU, AB, Nov. 7, 2011 /CNW/ - Garneau Inc. ("Garneau"
or the "Corporation") announces that at a special meeting of
shareholders (the "Meeting") of the Corporation held on November 7,
2011, the shareholders of the Corporation approved a special
resolution authorizing: (i) the liquidation of the Corporation;
(ii) the distribution of the remaining assets of the Corporation,
which is expected to be a small amount of cash; and (iii) the
dissolution of the Corporation, all in accordance with the
requirements of the Business Corporations Act (Alberta) and
pursuant to a plan of liquidation and dissolution. The Corporation
has filed a Certificate of Intent to Dissolve and expects to
complete its voluntary liquidation and dissolution on or about
November 30, 2011. Any cash remaining at that time will be
distributed on a pro rata basis to Garneau's shareholders. A
letter of transmittal (the "Letter of Transmittal") will be mailed
to registered shareholders in due course with instructions as to
how shareholders may claim their pro rata share of such cash
distribution. Completion of such transactions also remains subject
to stock exchange and other applicable regulatory approvals.
For more information, please refer to the Letter of Transmittal and
the Corporation's management proxy circular dated October 7, 2011.
Forward-Looking Information Certain information contained herein
constitutes forward-looking statements. Forward-looking statements
are frequently characterized by words such as "may", "plan",
"expect", "project", "intend", "believe", "anticipate" and other
similar words, or statements that certain events or conditions
"may" or "will" occur. Forward-looking statements are based on the
opinions and estimates of management at the date the statements are
made and are subject to a variety of risks and uncertainties and
other factors that could cause actual events or results to differ
materially from those projected in the forward-looking statements.
In particular, this document contains forward-looking statements
pertaining to the timing of the completion of the liquidation and
dissolution of the Corporation, the potential existence and timing
of a cash distribution and the delivery of the Letter of
Transmittal. Actual events could differ materially from those
anticipated in these forward-looking statements as a result of
certain risk factors, including the receipt of all necessary
regulatory approvals for the transactions contemplated herein, the
receipt of required shareholder approvals, the potential for
unexpected costs and expenses such that the Corporation will not
have sufficient funds to complete a Liquidation Distribution upon
the completion of the transactions contemplated herein, the
possibility that the Plan of Liquidation is not put into effect by
the Board and the ability of a claimant, in certain circumstances,
to make claims after the Corporation is dissolved that may be
satisfied through the Liquidation Distribution from the
Shareholders up to 2 years after the date of dissolution. The
forward-looking statements contained herein are based on certain
key expectations and assumptions of the Corporation which are
subject to change. Although the Corporation considers these
assumptions to be reasonable based on information currently
available to it, they may prove to be incorrect. You are cautioned
not to place undue reliance on forward-looking statements, which
speak only as of the date hereof. The Corporation does not
undertake to release publicly any revisions to these
forward-looking statements to reflect events or circumstances that
occur after the date hereof or to reflect the occurrence of
unanticipated events, except as may be required under applicable
securities laws. 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. Garneau Inc. CONTACT: Glen
GarneauActing President and CEODarlene KirkpatrickProject and
Communications ManagerPhone: (780) 974-8286Fax: (780) 955-7715
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