Motion Canada Completes Acquisition of Commercial Solutions
EDMONTON, ALBERTA -- (Marketwired) -- 01/31/14 -- Motion Industries
(Canada), Inc. ("Motion Canada") and Commercial Solutions Inc.
(TSX:CSA) ("Commercial Solutions" or "Company") announced today that
Motion Canada has completed its previously announced acquisition of
Commercial Solutions pursuant to a plan of arrangement (the
"Arrangement"). The Arrangement resulted in Motion Canada acquiring
all of the issued and outstanding common shares of Commercial
Solutions for a cash consideration of CAD$1.07 per share.
The Arrangement was approved by the shareholders of Commercial
Solutions at a special meeting held on January 28, 2014 and by the
Court of Queen's Bench of Alberta on January 29, 2014. Articles of
Arrangement have been filed by Commercial Solutions with the
Registrar of Corporations for the Province of Alberta (pursuant to
section 193 of the Business Corporations Act (Alberta)) and the
Arrangement became effective today. Commercial Solutions is now a
wholly-owned subsidiary of Motion Canada.
The common shares of Commercial Solutions will be delisted from the
Toronto Stock Exchange within four business days.
The acquisition of Commercial Solutions will be entirely satisfied
with cash and sufficient funds have been deposited with Computershare
Investor Services Inc. to enable it to make payments to Commercial
Solutions security holders pursuant to the terms of the arrangement
agreement. Letters of Transmittal have been mailed to registered
shareholders of Commercial Solutions and are also available on SEDAR
at www.sedar.com. The Letters of Transmittal explain how registered
Commercial Solutions shareholders can deposit and obtain payment for
their shares. Registered Commercial Solutions shareholders must
return duly completed Letters of Transmittal to Computershare
Investor Services Inc. in order to receive the consideration to which
they are entitled for their shares. Non-registered shareholders
should carefully follow the instructions from the broker or other
financial intermediary that holds shares on their behalf.
About Commercial Solutions
Headquartered in Edmonton, Alberta, Commercial Solutions is one of
Canada's leading independent industrial distributors with 23 Services
Centres and approximately 275 employees located across Canada.
Commercial Solutions offers more than 160,000 items critical to
maintenance repair and operations (MRO) and original equipment
manufacturer (OEM) customers. The Company represents 450 leading
manufacturers and serves over 11,000 customer accounts within a broad
cross-section of industries, including oil and gas, forestry, food
processing, chemical processing, mining and aggregate, utilities,
agriculture and construction. For further information on the
Commercial Solutions, please visit www.commercialsolutions.ca and for
detailed financial information visit www.sedar.com.
About Motion Canada, Motion Industries and Genuine Parts Company
Motion Canada is an indirect wholly-owned subsidiary of Motion
Industries and Genuine Parts Company (NYSE: GPC). Motion Industries
is a leading industrial parts distributor of bearings, mechanical
power transmission, electrical and industrial automation, hydraulic
and industrial hoes, hydraulic and pneumatic components, industrial
products, safety products and material handling. Motion Industries
has over 550 operations including 14 distribution centers throughout
North America and serves more than 150,000 customers from the food
and beverage, pulp and paper, iron and steel, chemical, mining and
aggregate, petrochemical, automotive, wood and lumber and
pharmaceutical industries. Motion Industries, including its
operations in the U.S., Canada and Mexico, had 2012 revenues of $4.5
billion. For further information, please visit
Genuine Parts Company is a distributor of automotive replacement
parts in the U.S., Canada, Mexico and Australasia. The Company also
distributes industrial replacement parts in the U.S., Canada and
Mexico through its Motion Industries subsidiary. S. P. Richards
Company, the Office Products Group, distributes business products
nationwide in the U.S. and Canada. The Electrical/Electronic Group,
EIS, Inc., distributes electrical and electronic components
throughout the U.S., Canada and Mexico. Genuine Parts Company had
2012 revenues of $13.0 billion. For further information, please visit
Forward Looking Statements
This news release contains "forward-looking statements" within the
meaning of Canadian securities law and other applicable securities
legislation. All statements, other than statements of historical
facts, that address activities, events, outcomes and other matters
that the Company plans, expects, intends, assumes, believes, budgets,
predicts, forecasts, projects, estimates or anticipates (and other
similar expressions) will, should or may occur in the future are
forward-looking statements. These forward-looking statements are
based on management's current belief, based on currently available
information, as to the outcome and timing of future events. When
considering forward-looking statements, you should keep in mind the
risk factors and other cautionary statements.
Investor Relations, Noble Investment Corp.
Rozina Kassam, CA
CFO, Commercial Solutions Inc.
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