Welcome!

News Feed Item

Western Investment Company of Canada Provides an Update with respect to its Qualifying Transaction

CALGARY, ALBERTA -- (Marketwired) -- 12/01/16 -- The Western Investment Company of Canada Limited ("Western") (TSX VENTURE:WI.P), further to its press releases issued on September 22, 2016 and November 8, 2016, is pleased announce that the definitive agreement has been executed for the previously announced transaction with GlassMasters Autoglass Ltd. and ARG Wholesale Ltd. (collectively "GlassMasters") (the "Transaction"). GlassMasters is one of the largest windshield replacement and repair companies in the province of Alberta. Incorporated in 2001, GlassMasters has a long standing history and seven retail locations, 22 mobile repair vehicles and 32 service units, all located in Alberta (the "Business"). More information about GlassMasters can be found at www.glassmastersautoglass.com.

The Transaction is the first step in Western's plan to build a diversified portfolio of strong Western Canadian based businesses. Senator Scott Tannas, Chief Executive Officer of Western states, "We are delighted to partner with Miles Palmer, owner and founder of GlassMasters, and his management team. Now, the work begins to expand GlassMasters' coverage throughout the west. Our work to build Western will continue as we invest in other successful businesses in our Western Canadian backyard".

Details of the Transaction

Western, together with ATB Capital ("ATB") are acquiring the business of GlassMasters for upfront payments of approximately $16.4 million plus approximately $400,000 in closing costs to Sweet Pea Enterprises Inc. ("Sweet Pea"), a private Alberta corporation controlled by Miles Palmer and his spouse. Sweet Pea may also receive $1.50 million in additional purchase price payments should certain performance benchmarks be met over the next four years. Western and ATB will fund the upfront transaction with proceeds of approximately $4.01 million from Western, $2.00 million from ATB, and $2.00 million from GlassMasters' management. The balance will be financed with debt, comprised of $7.50 million seven year amortizing senior secured bank debt from Toronto Dominion Bank and $1.30 million of amortizing subordinate debt from First West Capital. Pursuant to the terms of the Transaction and subject to regulatory approval, Western has agreed to pay Sweet Pea a non-refundable deposit of $425,000 upon execution of the definitive agreement. In addition, pursuant to a loan agreement, Sweet Pea will advance $200,000 by way of a promissory note to a subsidiary of Western ("Western Subco") for working capital purposes which will be repaid on the earlier of: (i) the date on which any credit facility is made available to Western Subco; or (ii) the date that certain conditions contained in the loan agreement are met.

It was important to all parties in the Transaction that management of GlassMasters remain and have significant ownership in the Business. Western will own 50.1% of the Business, ATB will own 25% and Sweet Pea will own 20% and Brad Warren will own 4.9%. The Transaction is expected to constitute Western's qualifying transaction as defined in Policy 2.4 of the TSX Venture Exchange ("Exchange") Corporate Finance Manual.

With the completion of the Transaction, the resulting issuer is expected to be a Tier 1 industrial issuer. Trading in the common shares of Western has been halted since September 21, 2016 and is not expected to resume trading until the Transaction is approved by the Exchange in mid-December.

Approval of the Transaction by the shareholders of Western is not required by the Exchange as the Transaction is arm's length. Shareholders will be invited to participate in a teleconference call with Senator Tannas once the Exchange has provided approval where he will discuss the Transaction and answer questions from shareholders.

Selected Consolidated Financial Information of GlassMasters


                   Three Months                                             
                         Ended     Nine Months    Year Ended     Year Ended 
                     August 31,   Ended August   November 30,   November 30,
                        2016(1)    31, 2016(2)        2015(3)        2014(3)
(C$000s)            (unaudited)    (unaudited)    (unaudited)    (unaudited)
Sales                     5,506         13,705         17,883         15,512
% Sales Increase             na             na          15.3%             na
Income from                                                                 
 Continuing                                                                 
 Operations                 873          1,438          2,446          2,297
Net Income                  700          1,157          1,887          1,770
Total Assets              7,780          7,780          5,986          5,400
Total                                                                       
 Liabilities              1,780          1,780          1,144          1,045
Notes:                                                                      
(1)  From June 1, 2016 to August 31, 2016. The management statements have   
     been compiled from reviewed financial statements of GlassMasters and   
     ARG.                                                                   
(2)  From December 1, 2015 to August 31, 2016. The financial information has
     been compiled from reviewed financial statements of GlassMasters and   
     ARG.                                                                   
(3)  The financial information has been compiled from the audited financial 
     statements of GlassMasters and ARG.                                    

Management Team and Board of Directors

As before, senior management of Western will consist of Scott Tannas as Chief Executive Officer and Richard Moore as Chief Financial Officer.

The board of directors of Western will remain unchanged and consist of Scott Tannas, Richard Moore, James F. Dinning (Chairman of the Board), Willard Yuill, Robert Espey and Dr. Kabir Jivraj. Brief biographies for the insiders of Western are available in the (final) prospectus dated January 29, 2016 and the press release of Western dated April 6, 2016, both on SEDAR.com, or on Western's website at www.winv.ca.

About Western (www.winv.ca)

Western is a CPC that has completed its Qualifying Transaction and is awaiting final approval of the Exchange. Western's strategy is to create a diversified portfolio of established Western Canadian businesses and create value through the identification and long-term ownership of companies with sustained cash flows and strong potential for organic growth.

The common shares of Western have traded on the Exchange (under the symbol WI.P) since February 24, 2016. Trading in the common shares of Western was halted at Western's request September 15, 2016 pending the announcement of the Transaction.

Further information about Western can be found in its prospectus dated February 1, 2016 and other filings with the Canadian securities regulators, which are available at www.sedar.com.

About ATB Capital

ATB Capital, a division of ATB Financial, is a $100M private equity fund with the mandate to partner with Alberta companies providing access to capital, market expertise, business connections and operational excellence.

Completion of the Transaction is subject to a number of conditions, including but not limited to, receipt of all applicable consents to and approvals of the Transaction including approval of the Exchange. The Transaction cannot close until the required approvals and exemptions are obtained. There can be no assurance that the Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the filing statement of Western to be prepared in connection with the Transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in securities of a capital pool company should be considered highly speculative.

The Exchange has in no way passed upon the merits of the Transaction and has neither approved nor disapproved the contents of this press release.

Advisory

This news release may contain certain forward-looking information and statements, including without limitation, statements pertaining to the Transaction including Western's ability to obtain financing and the necessary approvals, including regulatory approvals. Statements containing the words: 'believes', 'intends', 'expects', 'plans', 'seeks' and 'anticipates' and any other words of similar meaning are forward-looking. All statements included herein involve various risks and uncertainties because they relate to future events and circumstances beyond Western's control. There can be no assurance that such information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such information. A description of assumptions used to develop such forward-looking information and a description of risk factors that may cause actual results to differ materially from forward-looking information can be found in Western's disclosure documents on the SEDAR website at www.sedar.com. Any forward-looking statements are made as of the date of this news release and Western does not undertake to update any forward-looking information except in accordance with applicable securities laws.

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.

More Stories By Marketwired .

Copyright © 2009 Marketwired. All rights reserved. All the news releases provided by Marketwired are copyrighted. Any forms of copying other than an individual user's personal reference without express written permission is prohibited. Further distribution of these materials is strictly forbidden, including but not limited to, posting, emailing, faxing, archiving in a public database, redistributing via a computer network or in a printed form.

Latest Stories
"We build IoT infrastructure products - when you have to integrate different devices, different systems and cloud you have to build an application to do that but we eliminate the need to build an application. Our products can integrate any device, any system, any cloud regardless of protocol," explained Peter Jung, Chief Product Officer at Pulzze Systems, in this SYS-CON.tv interview at @ThingsExpo, held November 1-3, 2016, at the Santa Clara Convention Center in Santa Clara, CA.
"We are an all-flash array storage provider but our focus has been on VM-aware storage specifically for virtualized applications," stated Dhiraj Sehgal of Tintri in this SYS-CON.tv interview at 19th Cloud Expo, held November 1-3, 2016, at the Santa Clara Convention Center in Santa Clara, CA.
Internet of @ThingsExpo has announced today that Chris Matthieu has been named tech chair of Internet of @ThingsExpo 2017 New York The 7th Internet of @ThingsExpo will take place on June 6-8, 2017, at the Javits Center in New York City, New York. Chris Matthieu is the co-founder and CTO of Octoblu, a revolutionary real-time IoT platform recently acquired by Citrix. Octoblu connects things, systems, people and clouds to a global mesh network allowing users to automate and control design flo...
In addition to all the benefits, IoT is also bringing new kind of customer experience challenges - cars that unlock themselves, thermostats turning houses into saunas and baby video monitors broadcasting over the internet. This list can only increase because while IoT services should be intuitive and simple to use, the delivery ecosystem is a myriad of potential problems as IoT explodes complexity. So finding a performance issue is like finding the proverbial needle in the haystack.
Between 2005 and 2020, data volumes will grow by a factor of 300 – enough data to stack CDs from the earth to the moon 162 times. This has come to be known as the ‘big data’ phenomenon. Unfortunately, traditional approaches to handling, storing and analyzing data aren’t adequate at this scale: they’re too costly, slow and physically cumbersome to keep up. Fortunately, in response a new breed of technology has emerged that is cheaper, faster and more scalable. Yet, in meeting these new needs they...
Data is the fuel that drives the machine learning algorithmic engines and ultimately provides the business value. In his session at 20th Cloud Expo, Ed Featherston, director/senior enterprise architect at Collaborative Consulting, will discuss the key considerations around quality, volume, timeliness, and pedigree that must be dealt with in order to properly fuel that engine.
When it comes to cloud computing, the ability to turn massive amounts of compute cores on and off on demand sounds attractive to IT staff, who need to manage peaks and valleys in user activity. With cloud bursting, the majority of the data can stay on premises while tapping into compute from public cloud providers, reducing risk and minimizing need to move large files. In his session at 18th Cloud Expo, Scott Jeschonek, Director of Product Management at Avere Systems, discussed the IT and busin...
According to Forrester Research, every business will become either a digital predator or digital prey by 2020. To avoid demise, organizations must rapidly create new sources of value in their end-to-end customer experiences. True digital predators also must break down information and process silos and extend digital transformation initiatives to empower employees with the digital resources needed to win, serve, and retain customers.
The WebRTC Summit New York, to be held June 6-8, 2017, at the Javits Center in New York City, NY, announces that its Call for Papers is now open. Topics include all aspects of improving IT delivery by eliminating waste through automated business models leveraging cloud technologies. WebRTC Summit is co-located with 20th International Cloud Expo and @ThingsExpo. WebRTC is the future of browser-to-browser communications, and continues to make inroads into the traditional, difficult, plug-in web co...
In his general session at 19th Cloud Expo, Manish Dixit, VP of Product and Engineering at Dice, discussed how Dice leverages data insights and tools to help both tech professionals and recruiters better understand how skills relate to each other and which skills are in high demand using interactive visualizations and salary indicator tools to maximize earning potential. Manish Dixit is VP of Product and Engineering at Dice. As the leader of the Product, Engineering and Data Sciences team at D...
The Internet of Things (IoT) promises to simplify and streamline our lives by automating routine tasks that distract us from our goals. This promise is based on the ubiquitous deployment of smart, connected devices that link everything from industrial control systems to automobiles to refrigerators. Unfortunately, comparatively few of the devices currently deployed have been developed with an eye toward security, and as the DDoS attacks of late October 2016 have demonstrated, this oversight can ...
Get deep visibility into the performance of your databases and expert advice for performance optimization and tuning. You can't get application performance without database performance. Give everyone on the team a comprehensive view of how every aspect of the system affects performance across SQL database operations, host server and OS, virtualization resources and storage I/O. Quickly find bottlenecks and troubleshoot complex problems.
What happens when the different parts of a vehicle become smarter than the vehicle itself? As we move toward the era of smart everything, hundreds of entities in a vehicle that communicate with each other, the vehicle and external systems create a need for identity orchestration so that all entities work as a conglomerate. Much like an orchestra without a conductor, without the ability to secure, control, and connect the link between a vehicle’s head unit, devices, and systems and to manage the ...
"Once customers get a year into their IoT deployments, they start to realize that they may have been shortsighted in the ways they built out their deployment and the key thing I see a lot of people looking at is - how can I take equipment data, pull it back in an IoT solution and show it in a dashboard," stated Dave McCarthy, Director of Products at Bsquare Corporation, in this SYS-CON.tv interview at @ThingsExpo, held November 1-3, 2016, at the Santa Clara Convention Center in Santa Clara, CA.
Unsecured IoT devices were used to launch crippling DDOS attacks in October 2016, targeting services such as Twitter, Spotify, and GitHub. Subsequent testimony to Congress about potential attacks on office buildings, schools, and hospitals raised the possibility for the IoT to harm and even kill people. What should be done? Does the government need to intervene? This panel at @ThingExpo New York brings together leading IoT and security experts to discuss this very serious topic.