COMMERCIAL SOLUTIONS INC. (“Commercial” or “Company”) (TSX:CSA) a leading Canadian distributor of bearings, power transmission equipment, oilfield, industrial, and safety products announced today that the previously-announced statutory plan of arrangement (the “Arrangement”) under section 193 of the Business Corporations Act (Alberta) involving Motion Industries (Canada) Inc. (“Motion Canada”), a wholly-owned subsidiary of Motion Industries Inc. (“Motion Industries”) and Genuine Parts Company (“GPC”) was approved by 99.98% of the votes cast by shareholders of Commercial.
Provided the Arrangement is approved by the Court of Queen’s Bench of Alberta, the arrangement will result in Motion Canada acquiring all of the issued and outstanding common shares of Commercial for cash consideration of CAD$1.07 per share. It is expected that the arrangement will be completed on or about January 31, 2014.
Headquartered in Edmonton, Alberta, Commercial is one of Canada’s leading independent industrial distributors with 23 Services Centres and approximately 275 employees located across Canada. Commercial offers more than 160,000 items critical to maintenance repair and operations (MRO) and original equipment manufacturer (OEM) customers. The Company represents 450 leading manufacturers and serves over 11,000 customer accounts within a broad cross-section of industries, including oil and gas, forestry, food processing, chemical processing, mining and aggregate, utilities, agriculture and construction. Commercial trades under the symbol “CSA” on the Toronto Stock Exchange. For further information on the Company, please visit http://www.commercialsolutions.ca and for detailed financial information visit http://www.sedar.com.
About Motion Canada, Motion Industries and Genuine Parts Company
Motion Canada is an indirect wholly-owned subsidiary of Motion Industries and Genuine Parts Company (NYSE:GPC). Motion Industries is a leading industrial parts distributor of bearings, mechanical power transmission, electrical and industrial automation, hydraulic and industrial hoes, hydraulic and pneumatic components, industrial products, safety products and material handling. Motion Industries has over 550 operations including 14 distribution centers throughout North America and serves more than 150,000 customers from the food and beverage, pulp and paper, iron and steel, chemical, mining and aggregate, petrochemical, automotive, wood and lumber and pharmaceutical industries. Motion Industries, including its operations in the U.S., Canada and Mexico, had 2012 revenues of $4.5 billion. For further information, please visit http://www.motionindustries.com.
Genuine Parts Company is a distributor of automotive replacement parts in the U.S., Canada, Mexico and Australasia. The Company also distributes industrial replacement parts in the U.S., Canada and Mexico through its Motion Industries subsidiary. S. P. Richards Company, the Office Products Group, distributes business products nationwide in the U.S. and Canada. The Electrical/Electronic Group, EIS, Inc., distributes electrical and electronic components throughout the U.S., Canada and Mexico. Genuine Parts Company had 2012 revenues of $13.0 billion. For further information, please visit http://www.genpt.com.
This news release contains “forward-looking statements” within the meaning of Canadian securities law and other applicable securities legislation concerning the future performance by the Company, including, but not limited to, statements relating to the proposed acquisition by Motion Canada of all of the issued and outstanding common shares of the Company. All statements, other than statements of historical facts, that address activities, events, outcomes and other matters that the Company plans, expects, intends, assumes, believes, budgets, predicts, forecasts, projects, estimates or anticipates (and other similar expressions) will, should or may occur in the future are forward-looking statements. These forward-looking statements are based on management’s current belief, based on currently available information, as to the outcome and timing of future events. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements. The completion of the above-mentioned proposed transaction is subject to customary closing conditions, termination rights and other risks and uncertainties including, without limitation, required court approval. Accordingly, there can be no assurance that the proposed transaction will occur, or that it will occur on the terms and conditions contemplated in this news release.
Source: The Wall Street Journal