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
Interoute has announced the integration of its Global Cloud Infrastructure platform with Rancher Labs’ container management platform, Rancher. This approach enables enterprises to accelerate their digital transformation and infrastructure investments. Matthew Finnie, Interoute CTO commented “Enterprises developing and building apps in the cloud and those on a path to Digital Transformation need Digital ICT Infrastructure that allows them to build, test and deploy faster than ever before. The int...
Without a clear strategy for cost control and an architecture designed with cloud services in mind, costs and operational performance can quickly get out of control. To avoid multiple architectural redesigns requires extensive thought and planning. Boundary (now part of BMC) launched a new public-facing multi-tenant high resolution monitoring service on Amazon AWS two years ago, facing challenges and learning best practices in the early days of the new service.
Niagara Networks exhibited at the 19th International Cloud Expo, which took place at the Santa Clara Convention Center in Santa Clara, CA, in November 2016. Niagara Networks offers the highest port-density systems, and the most complete Next-Generation Network Visibility systems including Network Packet Brokers, Bypass Switches, and Network TAPs.
All organizations that did not originate this moment have a pre-existing culture as well as legacy technology and processes that can be more or less amenable to DevOps implementation. That organizational culture is influenced by the personalities and management styles of Executive Management, the wider culture in which the organization is situated, and the personalities of key team members at all levels of the organization. This culture and entrenched interests usually throw a wrench in the work...
SYS-CON Events announced today that Outlyer, a monitoring service for DevOps and operations teams, has been named “Bronze Sponsor” of SYS-CON's 20th International Cloud Expo®, which will take place on June 6-8, 2017, at the Javits Center in New York City, NY. Outlyer is a monitoring service for DevOps and Operations teams running Cloud, SaaS, Microservices and IoT deployments. Designed for today's dynamic environments that need beyond cloud-scale monitoring, we make monitoring effortless so you ...
Virtualization over the past years has become a key strategy for IT to acquire multi-tenancy, increase utilization, develop elasticity and improve security. And virtual machines (VMs) are quickly becoming a main vehicle for developing and deploying applications. The introduction of containers seems to be bringing another and perhaps overlapped solution for achieving the same above-mentioned benefits. Are a container and a virtual machine fundamentally the same or different? And how? Is one techn...
My team embarked on building a data lake for our sales and marketing data to better understand customer journeys. This required building a hybrid data pipeline to connect our cloud CRM with the new Hadoop Data Lake. One challenge is that IT was not in a position to provide support until we proved value and marketing did not have the experience, so we embarked on the journey ourselves within the product marketing team for our line of business within Progress. In his session at @BigDataExpo, Sum...
Keeping pace with advancements in software delivery processes and tooling is taxing even for the most proficient organizations. Point tools, platforms, open source and the increasing adoption of private and public cloud services requires strong engineering rigor - all in the face of developer demands to use the tools of choice. As Agile has settled in as a mainstream practice, now DevOps has emerged as the next wave to improve software delivery speed and output. To make DevOps work, organization...
DevOps is often described as a combination of technology and culture. Without both, DevOps isn't complete. However, applying the culture to outdated technology is a recipe for disaster; as response times grow and connections between teams are delayed by technology, the culture will die. A Nutanix Enterprise Cloud has many benefits that provide the needed base for a true DevOps paradigm.
What sort of WebRTC based applications can we expect to see over the next year and beyond? One way to predict development trends is to see what sorts of applications startups are building. In his session at @ThingsExpo, Arin Sime, founder of WebRTC.ventures, will discuss the current and likely future trends in WebRTC application development based on real requests for custom applications from real customers, as well as other public sources of information,
China Unicom exhibit at the 19th International Cloud Expo, which took place at the Santa Clara Convention Center in Santa Clara, CA, in November 2016. China United Network Communications Group Co. Ltd ("China Unicom") was officially established in 2009 on the basis of the merger of former China Netcom and former China Unicom. China Unicom mainly operates a full range of telecommunications services including mobile broadband (GSM, WCDMA, LTE FDD, TD-LTE), fixed-line broadband, ICT, data communica...
As software becomes more and more complex, we, as software developers, have been splitting up our code into smaller and smaller components. This is also true for the environment in which we run our code: going from bare metal, to VMs to the modern-day Cloud Native world of containers, schedulers and micro services. While we have figured out how to run containerized applications in the cloud using schedulers, we've yet to come up with a good solution to bridge the gap between getting your contain...
With the introduction of IoT and Smart Living in every aspect of our lives, one question has become relevant: What are the security implications? To answer this, first we have to look and explore the security models of the technologies that IoT is founded upon. In his session at @ThingsExpo, Nevi Kaja, a Research Engineer at Ford Motor Company, will discuss some of the security challenges of the IoT infrastructure and relate how these aspects impact Smart Living. The material will be delivered i...
Apache Hadoop is emerging as a distributed platform for handling large and fast incoming streams of data. Predictive maintenance, supply chain optimization, and Internet-of-Things analysis are examples where Hadoop provides the scalable storage, processing, and analytics platform to gain meaningful insights from granular data that is typically only valuable from a large-scale, aggregate view. One architecture useful for capturing and analyzing streaming data is the Lambda Architecture, represent...
As organizations realize the scope of the Internet of Things, gaining key insights from Big Data, through the use of advanced analytics, becomes crucial. However, IoT also creates the need for petabyte scale storage of data from millions of devices. A new type of Storage is required which seamlessly integrates robust data analytics with massive scale. These storage systems will act as “smart systems” provide in-place analytics that speed discovery and enable businesses to quickly derive meaningf...