TORONTO, May 31, 2012 /CNW/ - McVicar Industries Inc. ("McVicar" TSXV symbol MCV) and Jite Technologies Inc. ("Jite" TSXV symbol - JTI) announce today that Jite's shareholders at the annual and special shareholders meeting held earlier today have unanimously approved the amalgamation of Jite with 1872706 Ontario Limited, a wholly owned subsidiary of McVicar (the "Amalgamation"). The Amalgamation is now effective through the filing articles of amalgamation and a new corporation has now been formed under the name Jite Technologies Inc., which is a wholly owned subsidiary of McVicar.
The Amalgamation follows McVicar's acquisition on April 5, 2012 of 7,517,356 shares (37.45%) of the issued shares of Jite pursuant to a February 28, 2012 take-over bid which increased its holdings in Jite to 18,802,606 shares or 93.67%. As a result of the Amalgamation each outstanding Jite common share, other than those held by McVicar which have been cancelled, have been exchanged for one redeemable preferred share of the amalgamated corporation, which has then been redeemed at a redemption price of $0.60 per preferred share. All of the issued shares of 1872706 Ontario Limited (currently held by McVicar) have been exchanged for shares of the amalgamated corporation. Consequently, the Amalgamation effectively completes McVicar's acquisition of 100% of the issued shares of Jite.
As a result of the Amalgamation, Jite ceases to meet the continuing listing requirements of the TSX Venture Exchange and has been de-listed effectively immediately. In addition, McVicar will take all necessary steps to cause Jite to cease to be a reporting issuer (or equivalent) in all provinces of Canada in which the Corporation is currently a reporting issuer (or equivalent).
Former shareholders of Jite should receive payment in respect of their shares shortly by cheque from Equity Financial Trust Company (the "Depositary"). If they have not already done so, former registered shareholders of Jite, are advised to complete the Letter of Transmittal which accompanied the information circular mailed in respect to the annual and special shareholders meeting and return it to the Depositary at the address contained in such letter. Former unregistered, beneficial shareholders should contact their broker or the Depositary if they have any questions.
About McVicar
McVicar Industries Inc., headquartered in Toronto, Canada, is focused on investments and acquisitions of businesses in China. At present, McVicar has operations in both electronic components and specialty chemicals in four operations in China.
About Jite
Jite designs and manufactures electronic and electrical connection devices for security, industrial control, automation, telecommunication, and power supply industries. JITE is headquartered in Toronto, Canada and carries out research and manufacturing operations in Shenzhen China at its ISO 9001 certified facility. For more information, visit JITE at www.jite.com.
This press release contains forward-looking statements which reflect the Corporation's current expectations regarding future events. The forward-looking statements involve risks and uncertainties. Actual results could differ materially from those projected herein. Although we believe that our expectations are based on reasonable assumptions, we can give no assurance that our expectations will materialize.
Neither the 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.