TORONTO, Dec. 18, 2014 /CNW/ - BSM Technologies Inc.
("BSM" or the "Company") (TSX-V: GPS), a leading
provider of remote monitoring, fleet management, fleet diagnostics
and automated vehicle security systems, today announced that
further to its December 15, 2014,
news release, the TSX Venture Exchange (the "TSXV") has
approved the Company's notice of intention to make a normal course
issuer bid (the "Bid"). Under the terms of the Bid, BSM may
acquire up to 4,287,465 common shares of the Company (the
"Common Shares") from time to time in accordance with TSXV
procedures, representing approximately 10% of the total public
float of the Common Shares. On December 18,
2014, the Company had a total of 47,713,726 Common Shares
outstanding out of which a total of 4,839,074 Common Shares are
non-public shares held by directors and senior officers or held in
escrow.
The Bid will commence on December 23,
2014, and will terminate on December
22, 2015, or earlier if the number of Common Shares sought
in the Bid have been purchased. BSM has not made any purchases of
its Common Shares during the past twelve months.
The Company believes that the market price of its Common Shares
at certain times may be attractive and that the repurchase of
Common Shares at such market prices is an appropriate use of
corporate funds.
All Common Shares will be purchased on the open market through
the facilities of the TSXV and payment for the Common Shares will
be in accordance with TSXV policies. The price paid for the Common
Shares will be the market price at the time of purchase. No
purchases will be made other than by means of open market
transactions during the term of the Bid. The Common Shares
purchased by the Company will be cancelled. Purchases may be
suspended by the Company at any time.
BSM has appointed Paradigm Capital Inc. as its broker to conduct
the Bid.
A copy of the notice filed with the TSXV may be obtained, by any
shareholder of the Company without charge, by contacting the
Company's Chief Financial Officer.
Equity Grants
BSM also announced today the grant of stock options
("Options") to purchase 325,000 common shares of the Company
and 747,725 restricted share units ("RSUs") to certain
directors, officers, employees and consultants of the Company.
The Options have an exercise price of $1.48 per common share, are exercisable on or
before December 18, 2019, and vest in
accordance with the following schedule: (i) 1/3 of the Options on
December 18, 2015; (ii) 1/3 of the
Options on December 18, 2016; and
(iii) the remaining 1/3 of the Options on December 18, 2017. The grant of Options is
subject to the policies of the TSX Venture Exchange
("TSXV"). Following the aforementioned grant of Options, the
Company has 1,896,701 Options outstanding pursuant to its First
Amended and Restated Stock Option Plan.
The RSUs entitle the holder to receive one common share of the
Company from treasury on the third anniversary of the grant,
without any monetary consideration being paid to the Company. The
grant of RSUs is subject to the policies of the TSXV. Following the
aforementioned grant of RSUs, the Company has 792,725 RSUs
outstanding pursuant to its 2014 Restricted Share Unit Plan.
About BSM Technologies Inc. (bsmwireless.com)
BSM Technologies Inc., through its subsidiaries, is a leading
provider of remote monitoring, fleet tracking, fleet maintenance,
and business intelligent engine providing real time, web‐based
tracking of mobile and fixed assets. BSM provides solutions for
commercial, government, and law enforcement organizations who
manage and operate diverse assets and large fleets, and who seek to
enhance customer service, improve the safety of their drivers and
vehicles, and lower business costs.
Neither 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 release. No stock exchange, securities commission
or other regulatory authority has approved or disapproved the
information contained herein.
For more information, please visit
http://www.bsmwireless.com
Cautionary Note Regarding Forward-Looking Statements
This news release contains forward-looking information within
the meaning of applicable securities laws. Such forward-looking
information is often, but not always, identified by the use of
words such as "seek", "anticipate", "believe", "plan", "estimate",
"expect" and "intend" and statements that an event or result "may",
"will", "should", "could", or "might" occur or be achieved and any
other similar expressions. These forward-looking statements, and
any assumptions upon which they are based, are made in good faith
and reflect our current judgment regarding the direction of our
business. Management believes that these assumptions are
reasonable. Forward-looking information is subject to known and
unknown risks, uncertainties and other factors that could cause
actual results to differ materially from those contained in the
forward-looking information. Some of these risks, uncertainties and
other factors are described under the heading "Risk Factors" in the
Company's annual information form available at www.sedar.com.
Forward-looking information is based on estimates and opinions of
management at the date the statements are made. Except as required
by law, BSM does not undertake any obligation to update
forward-looking information even if circumstances or management's
estimates or opinions should change. Readers should not place undue
reliance on forward-looking information.
SOURCE BSM Technologies Inc.