CALGARY,
Aug. 2, 2013 /CNW/ - Galvanic Applied
Sciences Inc. ("Galvanic") (TSXV:GAV) confirms that the Board of
Directors of Galvanic has been made aware of a press release issued
late Thursday August 1, 2013 by
Jaguar Financial Corporation (TSX:JFC) (the "Jaguar Press Release")
in respect of a potential offer for the shares of Galvanic
("Galvanic Shares"). The Board of Directors has been advised
that the Jaguar Press Release does not constitute an offer or
take-over bid pursuant to applicable securities laws. The Jaguar
Press Release itself indicates that it "does not constitute an
offer to buy or an invitation to sell, or the solicitation of an
offer to buy or invitation to sell, any securities of Jaguar or
Galvanic. Such an offer may only be made pursuant to an offer and
takeover bid circular filed with the securities regulatory
authorities in Canada and pursuant
to registration or qualification under the securities laws of any
other such jurisdiction." The Board confirms it has not
been contacted by Jaguar Financial Corporation directly.
The Board of Directors refers Galvanic
shareholders to its press release dated July
12, 2013, which sets forth its recommendation to
tender to the fully funded offer ("Offer") to acquire all of the
outstanding common shares of Galvanic ("Galvanic Shares") at a
price of CDN$1.70 per share made by
1756349 Alberta Ltd. (the "Offeror"), a corporation wholly-owned by
Right Lane Capital LLC, 2SV Capital LLC and Tuckerman Capital IV,
L.P. The Offer is open for acceptance until 4:00 p.m
(Toronto time) on August 6, 2013, unless withdrawn or extended.
The Board of Directors refers shareholders to
the Directors' Circular which sets forth the reasons for the
recommendation of the Board of Directors, as well as the full text
of the Fairness Opinion issued by MNP LLP (including the analysis,
assumptions, qualifications, limitations and considerations set
forth therein). The Directors' Circular (including the Fairness
Opinion) has been filed with the applicable securities regulators
and is available on SEDAR at www.sedar.com under Galvanic's
profile. Copies are also available for viewing at the offices of
Galvanic at 7000 Fisher Road S.E., Calgary, Alberta T2H 0W3.
The depositary for the Offer is Computershare
Trust Company of Canada
("Depositary"). Questions and requests for assistance or requests
for additional copies of the Directors' Circular or the formal
offer documents of the Offeror (including the letter of transmittal
and notice of guaranteed delivery), may be directed to the
Depositary at 1-800-564-6253
(corporateactions@computershare.com).
About Galvanic Applied Sciences Inc.
Galvanic Applied Sciences Inc. is an innovative
electronic technology company that develops instrumentation and
manufactures equipment for the natural gas processing and
distribution markets and liquids process markets. Products include
analyzers for sulfur and BTU measurement in gases, electronic
volume correctors and recorders used in combination with commercial
natural gas meters, and tytrators, viscometers, suspended solids
and turbidity analyzers for on-line liquid analysis.
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. The news release may
contain forward-looking information. Actual future results may
differ materially from those contemplated.
Cautionary Note Regarding Forward-Looking
Statements
Certain information contained in this news
release contains forward-looking information under the provisions
of Canadian securities laws. Forward-looking information is
information that is not historical fact. Such information includes,
without limitation, statements regarding expectations as to the
minimum bid condition being met and the expiry time of the bid.
This forward-looking information is subject to numerous risks,
uncertainties and assumptions, certain of which are beyond the
control of Galvanic and/or the Offeror, including risks relating to
acquisitions, including, without limitation, conditions to the
Offer not being satisfied. Other risks include the impact of
general economic conditions; industry conditions; currency
fluctuations; governmental regulation; competition from other
industry participants; the lack of availability of qualified
personnel or management; stock market volatility; the ability of
the Offeror to complete or successfully integrate an announced the
acquisition proposal; unexpected costs or unexpected liabilities
related to the acquisition. Readers are cautioned that the material
assumptions used in the preparation of such information, although
considered reasonable at the time of preparation, may prove to be
imprecise. Actual results, performance or achievement could differ
materially from those expressed in, or implied by, this
forward-looking information and, accordingly, no assurance can be
given that any of the events anticipated by the forward-looking
information will transpire or occur, or if any of them do so, what
benefits that Galvanic and/or the Offeror will derive therefrom.
Galvanic disclaims any intention or obligation to update or revise
any forward-looking information, whether as a result of new
information, future events or otherwise except as required by
applicable securities laws.
SOURCE Galvanic Applied Sciences Inc.