LOREX Technology Inc. Agrees to Be Acquired by FLIR Systems, Inc. for Cdn $1.30 Per Share in Cash
25 10월 2012 - 8:40PM
Marketwired Canada
LOREX Technology Inc. ("Lorex" or the "Company") (TSX V:LOX) has entered into a
definitive agreement with FLIR Systems, Inc. ("FLIR") (NASDAQ:FLIR) pursuant to
which all the outstanding shares of Lorex will be acquired by FLIR for a price
of CDN $1.30 per share in cash. The CDN $1.30 per share represents a premium of
approximately 35.4% to Lorex's closing share price of CDN $0.96 on October 24,
2012. A copy of the definitive agreement will be posted on SEDAR in the near
future.
FLIR is a world leader in the design, manufacturing, and marketing of thermal
imaging and advanced threat detection systems for a wide variety of imaging,
thermography, and security applications.
The transaction will be implemented by way of a court-approved Plan of
Arrangement under Ontario law and is subject to approval by Lorex shareholders,
the TSX Venture Exchange, and other customary closing conditions.
The transaction has been approved unanimously by the Boards of Directors of both
FLIR and Lorex and, in Lorex's case, the approval followed the unanimous
recommendation of a Special Committee of Independent Directors. The Board of
Directors of Lorex determined that the transaction is fair to shareholders and
is in the best interests of Lorex.
The Board of Directors of Lorex also unanimously recommends that shareholders
vote in favour of the transaction at the special meeting of shareholders that
will be held to approve the transaction.
Imperial Capital, LLC acted as exclusive financial advisor to the Special
Committee and the Board of Directors of Lorex and also provided an opinion to
the Special Committee and the Board of Directors of Lorex that the consideration
to be received by the Lorex common shareholders under the Plan of Arrangement is
fair, from a financial point of view, to such shareholders.
Lorex shareholders holding approximately 21,760,300 common shares, or 48% of the
common shares (including the convertible preference shares that will be
converted into common shares), have entered into Support Agreements whereby they
have agreed to vote in favour of the transaction at the shareholders' meeting.
Lorex anticipates that the transaction will be completed in the fourth quarter
of 2012.
About FLIR Systems, Inc.:
FLIR Systems, Inc. is a world leader in the design, manufacture, and marketing
of sensor systems that enhance perception and awareness. The Company's advanced
thermal imaging and threat detection systems are used for a wide variety of
imaging, thermography, and security applications, including airborne and
ground-based surveillance, condition monitoring, research and development,
manufacturing process control, search and rescue, drug interdiction, navigation,
transportation safety, border and maritime patrol, environmental monitoring, and
chemical, biological, radiological, nuclear, and explosives (CBRNE) detection.
Visit the Company's web site at www.flir.com.
About LOREX Technology Inc.:
LOREX Technology Inc. provides businesses and consumers with leading edge video
surveillance security solutions and sells its products under the LOREX and
Digimerge brands. The LOREX brand, which caters to both small business and
consumer markets, is available in thousands of retail locations across North
America. The Digimerge division distributes its products through major
distributors in North America. Both brands concentrate on the sale of wired,
wireless and IP security surveillance and monitoring equipment including
cameras, digital video recorders and all-in-one systems.
Cautionary Statement on Forward-Looking Information
This news release contains certain statements that may be deemed
"forward-looking statements." Forward-looking statements are statements that are
not historical facts and are generally, but not always, identified by the words
"expects", "plans", "anticipates", "believes", "intends", "estimates",
"projects", "potential" and similar expressions, or that events or conditions
"will", "would", "may", "could" or "should" occur. Forward-looking statements in
this press release relate to the Company's completion of the transaction. The
forward-looking information reflects predictions and does not in any way reflect
a guarantee. Factors which could cause actual results to differ materially from
current projections include, among other things: the conditions in the
definitive agreement not being satisfied prior to the outside date of the
agreement including the Company not obtaining the requisite shareholder approval
or approval of the TSX Venture Exchange. The Company cautions that this is not
an exhaustive list of factors that may affect the forward-looking information
contained in this press release. Potential investors and readers are urged to
give careful consideration to all of these factors in evaluating any
forward-looking information and are cautioned not to place undue reliance on
such information. While the Company believes that its projections are
reasonable, results predicted in this forward-looking information may differ
materially from actual results. The Company disclaims any obligation to update
forward-looking information, except as may be required by law.
FOR FURTHER INFORMATION PLEASE CONTACT:
LOREX Technology Inc.
Eric Miller
Chief Financial Officer
(905) 946-8589, extension 168
eric.miller@lorexcorp.com
www.lorextechnology.com
Lorex Technology (TSXV:LOX)
과거 데이터 주식 차트
부터 1월(1) 2025 으로 2월(2) 2025
Lorex Technology (TSXV:LOX)
과거 데이터 주식 차트
부터 2월(2) 2024 으로 2월(2) 2025