Edmonton, AB - Motion Industries (Canada) Inc. has completed its previously announced acquisition of Commercial Solutions Inc. pursuant to a plan of arrangement. The arrangement resulted in Motion Canada acquiring all of the issued and outstanding common shares of Commercial Solutions for a cash consideration of C$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 has become effective; 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.
Headquartered in Edmonton, Commercial Solutions has been an independent industrial distributor, with 23 services centres and about 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 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, visit www.commercialsolutions.ca.
Motion Canada is an indirect wholly-owned subsidiary of Motion Industries and Genuine Parts Company. Motion Industries is a industrial parts distributor of bearings, mechanical power transmission, electrical and industrial automation, hydraulic and industrial hoses, hydraulic and pneumatic components, industrial products, safety products and material handling. Motion Industries has over 550 operations, including 14 distribution centres 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, visit http://www.motionindustries.com.