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EDMONTON, Dec. 9, 2016 /CNW/ - (TSX Venture:
ESE) – ESTec Systems Corp. ("ESTec" or the
"Company") is pleased to announce that the Company's
shareholders passed all resolutions presented at the Company's
annual general and special meeting (the "Meeting") held on
December 9, 2016, including the
re-election of the board of directors, the re-appointment of the
Company's auditors, and the approval of the proposed amalgamation
(the "Amalgamation") of the Company with 2000285 Alberta
Ltd., a corporation owned directly by 2000067 Alberta Ltd. and
indirectly by Anthony B. Nelson. The
resolution regarding the Company's stock option plan contained in
the Company's information circular dated November 9, 2016 was not proposed at the Meeting
as management determined not to continue with the stock option
plan.
A total of 7,652,327 common shares of the Company ("Common
Shares") or 72.85% of the total issued and outstanding Common
Shares were represented at the Meeting. The resolution to approve
the Amalgamation and related matters (the "Amalgamation
Resolution") was approved as a special resolution by 100% of
all of the votes cast at the Meeting (including the votes cast by
Anthony B. Nelson and other
interested shareholders acting jointly and in concert with
Anthony B. Nelson (collectively, the
"Interested Group")). With the votes cast by the Interested
Group removed from the vote count, 100% of the shares voted at the
Meeting were voted in favour of the Amalgamation Resolution.
The Company anticipates closing of the Amalgamation to occur on
or about December 13, 2016. Following
completion of the Amalgamation, it is anticipated that the Common
Shares will be de-listed from the TSX Venture Exchange and the
Company will apply to the applicable securities commissions to
cease to be a reporting issuer.
Reader Advisories
Forward-Looking Statements: This news release contains
certain forward-looking statements, including but not limited to,
the Amalgamation, the anticipated date of closing the Amalgamation,
the expectation that the Common Shares will be delisted following
the closing of the Amalgamation and the expectation that Company
will apply to cease to be a reporting issuer following the closing
of the Amalgamation, which forward-looking statements involve
substantial known and unknown risks, uncertainties and assumptions,
certain of which are beyond the Company's control. Such
risks, uncertainties and assumptions include, without limitation,
those associated with regulatory approvals and other conditions of
the Amalgamation, and those generally associated with changes
capital markets and general economic conditions, and other risks,
uncertainties and assumptions. Without limiting the foregoing, the
words "believe", "expect", "anticipate", "intend", "estimate",
"plan" and similar expressions identify forward-looking statements.
The Company's actual results, performance or achievements could
differ materially from those expressed in, or implied by, these
forward-looking statements and, accordingly, no assurances can be
given that any of the events anticipated by the forward-looking
statements will transpire or occur, or if any of them do so, what
benefits that the Company or its shareholders will derive
therefrom. Readers are cautioned that the foregoing list of
factors is not exhaustive. Additional information on these
and other factors that could affect the Company's operations and
financial results are included in reports, including the Company's
Management Discussion and Analysis for the year ended June 30, 2016 and the quarters ended September 30, 2016 and 2015, on file with
Canadian securities regulatory authorities and may be accessed
through the SEDAR website (www.sedar.com). All subsequent forward
looking statements, whether written or oral, attributable to the
Company or persons acting on its behalf are expressly qualified in
their entirety by these cautionary statements. Furthermore,
the forward-looking statements contained in this news release are
made as at the date of this news release and the Company does not
undertake any obligation to update publicly or to revise any of the
included forward-looking statements, whether as a result of new
information, future events or otherwise, except as may be required
by applicable securities laws.
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 news release.
This news release is not for dissemination in the United States or to U.S. persons.
SOURCE ESTec Systems Corp.