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InterTAN Announces Plans for Inversion to Canada
TORONTO, Nov. 3 /PRNewswire-FirstCall/ -- InterTAN, Inc. (NYSE: ITN; TSX: ITA),
a leading consumer electronics retailer of both private label and
internationally branded products, announced today that the Company's Board of
Directors has authorized management to proceed with a team of professional
advisors to prepare for a change of the domicile of the Company from Delaware to
Canada. Ultimate implementation of this change will be subject to shareholder
approval and the Board's judgment that such a change is in the best interests of
the Company having particular regard to legislative and market conditions at the
time. When implemented, this transaction, referred to as an inversion, is
expected to provide the Company with several advantages over its current
structure. Such advantages include an anticipated annual savings of
approximately $1 million (or $0.05 per diluted share) and the creation of the
optimal platform for a subsequent conversion of the inverted entity to a
Canadian income trust. Any such conversion will be subject to market conditions
and the determination by the Board that it would be in the best interests of the
Company's shareholders.
The Board decided to initiate the preparation for the inversion transaction at
this time because a significant portion of the recent uncertainty concerning the
effect of proposed US tax legislation on an inversion transaction by the Company
has been eliminated as a result of recent developments in the US legislative
process. However, as definitive US tax legislation that may impact such a
transaction has not yet been enacted, the Board has retained the discretion to
defer the transaction or abandon it in its entirety at any time during the
process as future developments may warrant.
"We are extremely pleased that the clouds of uncertainty covering the US tax
legislative landscape have begun to lift," said Brian E. Levy, President and
Chief Executive Officer of the Company. "The decision of the Board in light of
such developments to authorize the commencement of the process by which the
Company re-domiciles in Canada, where all of its business operations reside, is
a manifestation of its continuing commitment to enhance shareholder value in a
responsible and prudent manner," concluded Levy.
It is anticipated that requisite filings with the Securities and Exchange
Commission will be made by early to mid January 2004 and that subject to
obtaining necessary regulatory and shareholder approvals, the Company could
complete the inversion by the end of April 2004. The costs associated with the
transaction are estimated to be in the range of $1.2 to $1.6 million ($0.06 to
$0.08 per diluted share), with as much as $750,000 (or $0.04 per diluted share)
of such amount to be incurred in the second quarter of the current fiscal year.
The potential incremental cost of these items, not previously indicated in the
Company's prior guidance of $0.42 to $0.46 per diluted share announced on
October 24, 2003, is expected to be $0.04 per diluted share during the current
quarter.
Certain information disclosed in this press release, including, among others,
statements regarding the Company's future performance, and the Company in
general, constitutes forward-looking statements that involve risks and
uncertainties. Important factors that could cause actual results to differ
materially from those in the forward-looking statements include, but are not
limited to, consumer demand and preferences, product availability, development
of new technology, general economic conditions, and other risks indicated in
filings with the Securities and Exchange Commission such as the Company's
previously filed periodic reports, including its Annual Report on Form 10-K for
the 2003 fiscal year. In particular, there can be no assurances that the
strategic transaction described above in respect of the inversion of the Company
to Canada will be effected.
InterTAN, Inc., headquartered in Toronto, operates approximately 960 company
retail stores and dealer outlets in Canada under the trade names RadioShack(R),
Rogers AT&T Wireless Communications Express(R), and Battery Plus(R).
InterTAN will announce its sales results for the month of October on November 6,
2003.
DATASOURCE: InterTAN, Inc.
CONTACT: James P. Maddox, C.A., Vice President and Chief Financial
Officer of InterTAN, Inc., +1-705-728-7111
Web site: http://www.intertan.com/