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TKN Ninepoint Web3 Innovators Fund

19.35
0.74 (3.98%)
25 Jun 2024 - Closed
Delayed by 15 minutes
Name Symbol Market Type
Ninepoint Web3 Innovators Fund TSX:TKN Toronto Exchange Traded Fund
  Price Change % Change Price Bid Price Offer Price High Price Low Price Open Price Traded Last Trade
  0.74 3.98% 19.35 19.23 19.45 19.35 19.35 19.35 142 20:59:59

Teknion Corporation Agrees to be Acquired by its Controlling Shareholder

24/12/2007 11:00am

Marketwired Canada


Teknion Corporation (TSX:TKN) ("Teknion") today announced that it has entered
into an agreement with 2158436 Ontario Limited ("2158436"), an affiliate of
Teknion's controlling shareholder, A-Tean Holdings Limited ("A-Tean"), pursuant
to which 2158436 has agreed to acquire all of the subordinate voting shares (the
"Shares") of Teknion not owned by A-Tean and its affiliates for a price of $3.15
cash per Share (the "Transaction"). The cash purchase price represents a 120%
premium over the 30 day volume weighted average trading price of the Shares at
December 21, 2007, the last trading day prior to the announcement.


A-Tean and its affiliates own approximately 62% of the issued and outstanding
shares of Teknion. In addition, Teknion has been advised that 2158436 has
entered into agreements with certain institutions holding approximately 38% of
the outstanding Shares, pursuant to which those shareholders have committed to
support the Transaction.


A special committee of independent directors of Teknion, consisting of Allen
Karp, David Sanchez and George Taylor (the "Special Committee"), each of whom is
independent of A-Tean and its affiliates and of management of Teknion, has
reviewed the Transaction with its independent legal and financial advisors. In
this regard, the Special Committee has received a valuation report and an
opinion from TD Securities Inc. that the consideration under the offer is fair,
from a financial point of view, to the holders of the Shares other than A-Tean
and its affiliated entities. The Board of Directors of Teknion (other than
directors affiliated with A-Tean), upon the recommendation of the Special
Committee, has unanimously approved the Transaction and recommends that
shareholders vote in favour of the Transaction.


Teknion's Board of Directors has agreed that it will not solicit alternative or
competing offers, provided that it may consider any superior proposals in
accordance with its fiduciary duties.


It is intended that the form of the Transaction will be through either an
amalgamation of Teknion with 2158436 or by way of a plan of arrangement under
which each subordinate voting shareholder of Teknion, other than 2158436 and its
affiliated entities, will receive $3.15 in cash for each Share held.
Shareholders will be asked to approve the Transaction at a special meeting of
shareholders (the "Meeting") expected to be held in the first quarter of 2008.


The Transaction is subject to the completion of definitive documentation as well
as other customary conditions including, but not limited to, the approval of not
less than two-thirds of the shareholders of Teknion voting at the Meeting and a
majority of the minority shareholders of Teknion voting at the Meeting, the
receipt of all required regulatory approvals and there being no material adverse
change with respect to Teknion.


It is expected that a management information circular relating to the Meeting,
containing the terms of the Transaction, will be mailed to Teknion's
shareholders by no later than January 31, 2008 and, assuming the satisfaction of
all conditions, the Transaction is expected to close no later than April 15,
2008. However, there can be no assurances that the Transaction, or any other
transaction with Teknion's controlling shareholder, will be completed.


Forward-Looking Statements

Certain of the above statements are forward-looking statements with respect to
the Company's future prospects. These statements involve risks and uncertainties
that could cause the Company's financial results to differ materially from
stated expectations as a consequence of a number of factors, including but not
limited to: fluctuations in the Company's operating results due to product
demand arising from competitive and general economic and business conditions in
the Company's North American and international markets and operations;
significant fluctuations in exchange rates for currencies in which the Company
does business; changes in the cost of raw materials; the ability to maintain the
proprietary nature of the Company's intellectual property in the design and
manufacturing of its products; changes in the size and timing of customers'
order patterns; changes in the Company's markets, including technology change,
changes in customer requirements, frequent new product introductions by
competitors and emerging standards; the Company's dependence on key personnel;
the Company's dependence on key commitments from significant dealers and
distributors; potential liabilities arising from product defects; environmental
matters and other factors set forth in the Company's reports and filings with
Canadian securities regulators. The Company undertakes no obligation to publicly
update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise.


Teknion Corporation (TSX:TKN) is a leading international designer, manufacturer
and marketer of office systems and related office furniture products. Teknion's
headquarters are located in Toronto, Ontario. The company has offices and
facilities in Canada, the United States, the United Kingdom and the Pacific Rim,
and serves clients through a network of authorized dealers worldwide. Visit
Teknion at www.teknion.com.


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