Titanium Transportation Group Inc. ("Titanium" or the "Company")
(TSX VENTURE:TTR), a leading provider of transportation and
logistics services throughout North America, is pleased to announce
that all of the nominees listed in the Company’s Management
Information Circular for the Annual and Special Meeting of
Shareholders held on June 15, 2021 (the “Meeting”) were elected to
the Board of Directors. Each director will serve until the next
annual meeting of shareholders or until their successors are
elected or appointed or they otherwise cease to serve as directors.
Detailed results of the vote for the election of directors held
at the meeting are set out below:
Nominee |
Votes in Favor |
% |
Votes Withheld |
% |
Ted Daniel |
22,320,812 |
85.80% |
3,695,296 |
14.20% |
Lu Galasso |
23,585,203 |
90.66% |
2,430,905 |
9.34% |
Bill Chyfetz |
26,000,994 |
99.94% |
15,114 |
0.06% |
David Bradley |
26,000,994 |
99.94% |
15,114 |
0.06% |
A total of 26,020,418 shares were voted at the
Meeting, representing 59.43% of the issued and outstanding common
shares of the Company as at the record date.
At the Meeting, shareholders also approved the
(i) reappointment of MNP LLP as the Company’s independent auditor
for 2020; and (ii) the approval of the Company’s rolling stock
option plan.
About Titanium
Titanium is a leading asset-based transportation
and logistics company servicing Canada and the United States, with
approximately 800 power units, 3,000 trailers and 1,100 employees
and independent owner operators. Titanium provides truckload,
dedicated, and cross-border trucking services, freight logistics,
and warehousing and distribution to over 1,000 customers. In
February 2021, Titanium completed its strategic acquisition of
International Truckload Services Group, establishing Titanium among
the largest Canadian transportation companies. Titanium is a
recognized consolidator of asset-based transportation companies in
Ontario, having completed eleven (11) asset-based trucking
acquisitions since 2011. Titanium has also been ranked by Canadian
Business (formerly PROFIT magazine) as one of Canada's Fastest
Growing Companies for twelve (12) consecutive years.
NON-IFRS FINANCIAL MEASURES
The following financial measures do not have any
standardized meaning under IFRS and may not be comparable to
similar measures employed by other companies:
"Earnings before interest, income taxes,
depreciation and amortization" ("EBITDA") is calculated as net
income before depreciation, amortization, asset impairments, gains
or losses on the sale of equipment, finance income and costs, gains
or losses on foreign exchange, income tax expense, transaction
costs, accelerated customer list amortization and goodwill
impairment.
"EBITDA margin" is calculated as EBITDA as a
percentage of revenue before fuel surcharge.
“Free cash flow” is calculated as cash flow from
operations plus proceeds from finance lease receivables and
proceeds from disposition of property and equipment, less
acquisition of property and equipment.
"Adjusted net income" is calculated as net
income before items that are not in the normal course of business,
such as accelerated customer list amortization and goodwill
impairment.
“Net debt” is defined as bank indebtedness,
loans payable and finance lease liabilities, net of cash, finance
lease receivables and assets held of sale, both current and
long-term portions.
“Net-debt-to-equity ratio” is defined as net
debt divided by shareholders’ equity
Management of the Company believes that these
financial measures are useful for investors and other readers, when
used in conjunction with other IFRS financial measures, as they are
measurers used internally by management to evaluate performance.
However, these financial measures are intended to provide
additional information and should not be considered in isolation or
as a substitute for measures of financial performance prepared in
accordance with IFRS.
CAUTIONARY STATEMENT REGARDING
FORWARD-LOOKING STATEMENTS
Certain statements contained in this press
release constitute forward-looking information within the meaning
of Canadian securities laws. Forward-looking statements are
provided for the purposes of assisting the reader in understanding
Titanium's current expectations and plans relating to the future
and readers are cautioned that such statements may not be
appropriate for other purposes. Forward-looking information may
relate to Titanium's future outlook and anticipated events, and may
include statements regarding the financial position, business
strategy, budgets, litigation, projected costs, capital
expenditures, financial results, taxes and plans and objectives of
or involving Titanium. Particularly, statements regarding future
acquisitions, the availability of credit, performance,
achievements, prospects or opportunities for Titanium or the
industry in which it operates are forward-looking statements. In
some cases, forward-looking information can be identified by terms
such as "may", "might", "will", "could", "should", "would",
"occur", "expect", "plan", "anticipate", "believe", "intend",
"seek", "aim", "estimate", "target", "project", "predict",
"forecast", "potential", "continue", "likely", "schedule", or the
negative thereof or other similar expressions concerning matters
that are not historical facts.
Information contained in forward-looking
statements is based upon certain material assumptions that were
applied in drawing a conclusion or making a forecast or projection,
including management's perceptions of historical trends, current
conditions and expected future developments, as well as other
considerations that are believed to be appropriate in the
circumstances. While management considers these assumptions to be
reasonable based on currently available information, they may prove
to be incorrect.
The forward-looking statements made in this
press release are dated, and relate only to events or information,
as of the date of this press release. Except as specifically
required by law, Titanium undertakes no obligation to update or
revise publicly any forward-looking statements, whether as a result
of new information, future events or otherwise, after the date on
which the statements are made or to reflect the occurrence of
unanticipated events.
Neither the TSX-V nor its Regulation Services
Provider (as that term is defined in the policies of the TSX-V)
accepts responsibility for the adequacy or accuracy of this
release.
CONTACT INFORMATION
Titanium Transportation Group Inc.Ted Daniel, CPA, CAChief
Executive Officer(905) 266-3011ted.daniel@ttgi.comwww.ttgi.com
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