HERNDON, VA, Feb. 8, 2013 /CNW/ - Wireless Matrix Corporation
(TSX: WRX) ("Wireless Matrix" or the "Company"), the leading
provider of software and communications to improve service fleet
performance metrics, announced today that the management proxy
circular (the "Proxy Circular") prepared in connection with its
special meeting of shareholders to be held on February 28, 2013 has been mailed to shareholders
of Wireless Matrix. The Proxy Circular is also available under the
Company's profile at www.sedar.com.
At the meeting, shareholders will be asked to
vote on a resolution approving the previously announced agreement
to sell all the shares of Wireless Matrix USA Inc., a Delaware corporation and wholly-owned
subsidiary of Wireless Matrix, to CalAmp Corp. for US$53.0 million in cash, subject to adjustments
as agreed to between the parties (the "Sale Transaction").
Shareholders will also be asked to vote on a resolution to approve,
subject to the closing of the Sale Transaction, the voluntary
liquidation and dissolution of the Company and the distribution to
shareholders of the cash assets of the Company remaining after the
settlement of its obligations and liabilities, estimated to be in
the range of US$0.58 to US$0.61 per
share (the "Winding Up").
As described in the Proxy Circular, the Board of
Wireless Matrix has carefully reviewed a variety of relevant
matters, including the fairness opinion received from Canaccord
Genuity on December 20, 2012, to the
effect that, as of such date and based upon and subject to the
limitations and qualifications therein, the consideration payable
to the Company pursuant to the Sale Transaction is fair, from a
financial point of view, to the Company, and unanimously recommends
that shareholders vote in favour of the Sale Transaction and the
Winding Up. Shareholders of record as of January 14, 2013 are entitled to receive notice
of and to vote at the meeting.
Additional information is set out in the Proxy
Circular. Shareholders are advised to review this information
carefully and to participate.
About Wireless Matrix
Wireless Matrix Corporation (TSX: WRX) provides
fleet solutions to improve delivery metrics. The Company's software
and wireless data solutions provide intelligence for managing,
measuring and monitoring service execution. Users consistently
report greater on-time arrivals, increased productivity and lower
total operating expenses. The Wireless Matrix solution suite
includes FleetOutlook®, a web-based platform providing
fleet operators complete visibility of their operations and vehicle
mounted cellular and satellite wireless data communication
services. Wireless Matrix is headquartered in Herndon, Va. For more information visit
www.wirelessmatrix.com.
Forward Looking Statements
General information regarding the Company set
forth in this document, including management's assessment of the
Company's future plans and operations, of the closing of the Sale
Transaction and of the proceeds to be available for shareholders
upon the Winding Up, contains forward-looking statements that
involve substantial known and unknown risks and uncertainties, some
of which are beyond the Company's and management's control,
including, but not limited to, the ability of the conditions to the
conclusion of the Sale Transaction to be satisfied and the ability
of the Company to subsequently proceed on a timely basis with the
settlement of its obligations and liabilities. The Company's actual
results, performance or achievement could differ materially from
those expressed in or implied by these forward-looking statements
and, accordingly, no assurance can be given that any of the events
anticipated to occur or transpire from the forward-looking
statements will provide any benefits to the Company. All data
presented herein should be read in conjunction with the Company's
regulatory filings with the appropriate Securities Commission and
on SEDAR, which also disclose further risks and uncertainties
pertaining to the operations of the Company. These filings,
including the Company's Annual Information Form and the Proxy
Circular, are located under the Company's profile at
www.sedar.com.
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SOURCE Wireless Matrix Corporation