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or Name
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Carmanah Technologies Corp (2)
Symbol CMH
Shares Issued 24,645,250
Close 2017-08-28 C$ 4.75
Market Cap C$ 117,064,938
Recent Sedar Documents

Carmanah files substantial issuer bid documents

2017-08-29 09:28 ET - News Release

Mr. Evan Brown reports

CARMANAH ANNOUNCES FILING OF SUBSTANTIAL ISSUER BID DOCUMENTS

On Aug. 23, 2017, Carmanah Technologies Corp. announced its intention to commence a substantial issuer bid, pursuant to which Carmanah will offer to purchase for cancellation up to $30-million of shares at a price of $5 per share. The maximum number of shares that may be purchased by Carmanah is six million. The formal offer to purchase and issuer bid circular and other related documents will be filed with securities regulators on Aug. 29, 2017, and will be available on SEDAR. The offer documents contain the full terms and conditions of the substantial issuer bid and instructions for tendering shares and are expected to be mailed to shareholders on or about Aug. 30, 2017.

Shares acquired through the substantial issuer bid will be cancelled and returned to treasury. Should more than six million shares be tendered into the substantial issuer bid, shares will be acquired on a proportionate basis from all tendering shareholders. Should all six million shares be acquired through the substantial issuer bid, Carmanah will have approximately 18,645,250 shares outstanding.

The substantial issuer bid will remain open for acceptance until 5 p.m. Vancouver time on Oct. 4, 2017, unless withdrawn or extended by Carmanah. Shares acquired through the substantial issuer bid will be cancelled and returned to treasury. If more than six million shares are properly tendered to the substantial issuer bid, the company will take up and pay for the tendered shares on a pro rata basis according to the number of shares tendered, subject to preferential treatment for odd lots.

Carmanah designates all deemed dividends arising as a result of the repurchase of the shares pursuant to the substantial issuer bid as eligible dividends. Dividends are designated to be eligible dividends pursuant to Subsection 89(14) of the Income Tax Act (Canada) and any applicable provincial legislation pertaining to eligible dividends.

James Meekison, a director of Carmanah who owns 28.6 per cent of the issued and outstanding shares, has advised Carmanah that he intends to tender a portion of his shares through an entity he controls, to the extent that, after the effect of the substantial issuer bid, Mr. Meekison hopes he will beneficially own approximately 25 per cent of the issued and outstanding shares. Michael Sonnenfeldt, who owns 10 per cent of the issued and outstanding shares, has advised Carmanah that he intends to tender an undetermined amount of shares to the substantial issuer bid through an entity he controls. Carmanah's other directors and officers have advised Carmanah that they do not intend to tender their shares.

Neither Carmanah nor the board of directors makes any recommendation to shareholders as to whether to tender or refrain from tendering shares to the substantial issuer bid. Shareholders should review the offer documents carefully and are strongly encouraged to consult with their financial, tax and legal advisers prior to making any decision with respect to the substantial issuer bid.

This news release is neither an offer to purchase nor a solicitation of an offer to sell any shares. The solicitation and the offer to purchase shares by Carmanah will be made pursuant to the offer documents that Carmanah will file with securities regulators and that it will distribute to its shareholders.

About Carmanah Technologies Corp.

Carmanah designs, develops and distributes a portfolio of products focused on energy-optimized LED (light emitting diode) solutions for infrastructure. The company manages its business within two reportable segments: signals and illumination.

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