Commercial Solutions Obtains Final Approval on Arrangement Agreement with Motion Canada
EDMONTON, ALBERTA–(Marketwired – Jan. 29, 2014) – 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, was approved by the Court of Queen’s Bench of Alberta, which has granted its final order. In addition, all regulatory approvals required for the Arrangement have now been obtained.
The Arrangement will result in Motion Canada acquiring all of the issued and outstanding common shares of Commercial for a cash consideration of CAD$1.07 per share. The Arrangement is expected to be completed on or about January 31, 2014 (the “Effective Date”). The common shares of Commercial Solutions are expected to be voluntarily delisted from the Toronto Stock Exchange within four business days following the Effective Date. Following completion of the Arrangement, the Company will also apply to cease to be a reporting issuer under applicable Canadian securities law.
Further details regarding the Arrangement are set out in the press release dated December 2, 2013 and in the Company’s Information Circular dated December 18, 2013, both of which are available under the Company’s profile on SEDAR at http://www.sedar.com.
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.
Forward Looking Statements
This news release contains “forward-looking statements” within the meaning of Canadian securities law and other applicable securities legislation. 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.
Source: The Wall Street Journal