BURLINGTON, ON,
March 13, 2013 /CNW/ - Tenth Power
Technologies Corp. ("Tenth Power" or the "Company")
(TSX-V:TPI) today announced that its Board of Directors (the
"Board") has conditionally approved investigating the viability of
implementing a going private transaction. Guy Burry, the Chief Executive Officer of the
Company and Dennis Bernhard, a
director of the Company, have expressed to the Board their interest
in pursuing and funding such a transaction. Together, Mr. Burry and
Mr. Bernhard own or control approximately 4,168,670 common shares
of Tenth Power (24.04%).
In connection with this proposed transaction,
the Board has established an independent committee consisting of
Mr. John Whincup and Mr.
Brian Sullivan.
In connection with such planned going private
transaction, the Company has also retained Klein Farber Corporate
Finance Inc. to prepare a valuation ("Valuation") of the Company as
required under Multilateral Instrument 61-101 - Protection of
Minority Security Holders in Special Transactions.
If as and when this transaction evolves, the
Company will call and hold a special meeting of its shareholders to
consider the proposed transaction which will require, among other
things, the approval of the "majority of the minority" shareholders
of the Company.
It is further contemplated that the current
management group of Tenth Power (consisting of Guy Burry, Dennis
Bernhard and Wayne McDowell
and corporate entities controlled by such persons) would be
"interested parties" in connection with the transaction and
accordingly would not be able to vote in connection with any
"majority of minority vote" to be held.
There can be no assurance that the proposed
going private transaction will be completed. The Company will
issue further press releases in respect to this proposed
transaction as circumstances warrant.
The Company also announces that it has set
Tuesday, May 7, 2013 as a new date
for its shareholders meeting that is past due from last
year. The Company had called a February 12, 2013 date for its AGM, but
subsequently did not hold it due to discussions the Company was in
with an arm's length party to effect a business combination
transaction. The Company had anticipated that the
February 12, 2013 shareholders
meeting would have considered that transaction, but the transaction
in question was subsequently abandoned before a definitive
agreement was entered into.
About Tenth Power Technologies Corp.
Tenth Power is a Canadian-based technology and
solutions company. Tenth Power supplies secure business
solutions to clients in the telecommunications, financial services,
manufacturing, government and health care sectors. Tenth
Power augments proprietary software with product licensing and
strategic acquisition of industry-leading services, to design
solutions that safeguard information and electronic
communications. The suite of products includes identity and
signature authentication, Internet security, safe communication
platforms and a secured collaboration environment. Tenth
Power also provides IT security consulting and managed
services.
Forward Looking Statements
This press release contains forward-looking
statements which reflect the Company's current expectations
regarding future events. The forward-looking statements involve
risks and uncertainties. Actual results could differ materially
from those projected herein. The Company disclaims any obligation
to update these forward-looking statements.
The TSX Venture Exchange Inc. has not reviewed and does
not accept responsibility for the adequacy or accuracy of this
release.
SOURCE Tenth Power Technologies Corp.