Tree Island Announces Meeting Results Including Approval of Share Consolidation
14 May 2014 - 11:10PM
Marketwired
Tree Island Announces Meeting Results Including Approval of Share
Consolidation
VANCOUVER, BRITISH COLUMBIA--(Marketwired - May 14, 2014) - Tree
Island Steel Ltd. (the "Company" or "Tree Island Steel") (TSX:TSL)
announced that all matters put forward for consideration at its
annual and special meeting of shareholders held on May 13, 2014
(the "Meeting") received requisite shareholder approval. Results of
the voting for the director elections and the consolidation of the
Company's issued and outstanding common shares ("Common Shares")
are described below. Additional information regarding the full
results of all matters voted on at the Meeting has been filed by
the Company on SEDAR.
Election of Directors
All nominees listed in the management information circular for
the Meeting were elected as directors of Tree Island Steel.
Detailed results of the votes received by proxy for the election of
directors held at the Meeting are set out below:
|
Votes For |
Votes Withheld |
Amar
S. Doman |
30,544,360 (99.24%) |
234,450 (0.76%) |
Sam
Fleiser |
30,616,960 (99.47%) |
161,850 (0.53%) |
Michael Fitch |
30,617,260 (99.48%) |
161,550 (0.52%) |
Theodore A. Leja |
30,122,435 (97.87%) |
656,375 (2.13%) |
Dale
R. MacLean |
30,093,760 (97.77%) |
685,050 (2.23%) |
Harry
Rosenfeld |
30,460,060 (98.96%) |
318.750 (1.04%) |
Share Consolidation
At the Meeting, the Company's shareholders approved the
previously announced consolidation of the Company's Common Shares
on the basis of one (1) post-consolidation Common Share for every
two (2) pre-consolidation Common Shares (the "Consolidation"). The
Company announced today that it had filed articles of amendment to
give effect to the Consolidation on May 13, 2014.
The Company expects that the Consolidation will reduce the
number of its outstanding Common Shares from approximately
60,687,650 to approximately 30,343,825. All materials necessary to
effect the Consolidation will be filed with the Toronto Stock
Exchange ("TSX") on or about May 14, 2014 and, subject to TSX
approval, it is expected that the Common Shares will commence
trading on the TSX on a consolidated basis on or about May 20, 2014
under the symbol "TSL".
Letters of transmittal describing the process by which
shareholders exchange their existing share certificates/DRS Advices
for DRS Advices (or share certificates if requested by the
shareholder in accordance with the instructions contained in the
DRS Advices) representing the consolidated Common Shares will be
mailed to registered shareholders of the Company later today.
Registered shareholders may also obtain copies of the letter of
transmittal by contacting their broker or other intermediary or the
Company's transfer agent, Computershare Investor Services Inc.
Shareholders who hold their Common Shares through their broker
or other intermediary and do not have actual share certificates/DRS
Advices registered in their name will not be required to complete
and return a letter of transmittal. Any pre-consolidation Common
Shares owned by such shareholders will automatically be adjusted as
a result of the Consolidation to reflect the applicable number of
post-consolidation Common Shares owned by them and no further
action is required to be taken by such shareholders. If as a result
of the Consolidation a shareholder becomes entitled to a fractional
Common Share, such fractions will be rounded down to the nearest
whole Common Share.
About Tree Island Steel
Headquartered in Richmond, British Columbia, since 1964, Tree
Island Steel, through its four operating facilities in Canada and
the United States, produces wire products for a diverse range of
industrial, residential construction, commercial construction,
agricultural, and specialty applications. Its products include
galvanized and bright wire; a broad array of fasteners, including
packaged, collated and bulk nails; stucco reinforcing products;
concrete reinforcing mesh; fencing and other fabricated wire
products. The Company markets these products under the Tree Island,
Halsteel, K-Lath, Industrial Alloys, TI Wire, and Tough Strand
brand names. Tree Island Steel also owns and operates a China-based
company that assists the international sourcing of products.
Forward‐Looking Statements
This press release includes forward‐looking information with
respect to the Company including statements with respect to the
number of Common Shares outstanding post-Consolidation, the timing
of the TSX filings, the timing of the commencement of trading of
the Common Shares on the TSX on a consolidated basis and the timing
of the mailing of the letters of transmittal. The use of
forward‐looking words such as, "may," "will," "expect" or similar
variations generally identify such statements. Any statements that
are contained herein that are not statements of historical fact may
be deemed to be forward‐looking statements. Although management
believes that expectations reflected in forward‐looking statements
are reasonable, such statements involve risks and uncertainties
including risks and uncertainties discussed under the heading "Risk
Factors" in Tree Island's most recent annual information form and
management discussion and analysis.
The forward looking statements contained herein reflect
management's current beliefs and are based upon certain assumptions
that management believes to be reasonable based on the information
currently available to management. By their very nature, forward
looking statements involve inherent risks and uncertainties, both
general and specific, and a number of factors could cause actual
events or results to differ materially from the results discussed
in the forward looking statements. In evaluating these statements,
prospective investors should specifically consider various factors
including the risks outlined in the Company's most recent annual
information form and management discussion and analysis which may
cause actual results to differ materially from any forward looking
statement. Such risks and uncertainties include, but are not
limited to: general economic, market and business conditions, the
cyclical nature of our business and demand for our products,
financial condition of our customers, competition, volume and price
pressure from import competition, deterioration in the Company's
liquidity, disruption in the supply of raw materials, volatility in
the costs of raw materials, significant exposure to the Western
United States due to lack of geographic diversity, dependence on
the construction industry, transportation costs, foreign exchange
fluctuations, leverage and restrictive covenants, labour relations,
trade actions, dependence on key personnel and skilled workers,
reliance on key customers, intellectual property risks, energy
costs, uninsured loss, credit risk, operating risk, management of
growth, changes in tax, environmental and other legislation, and
other risks and uncertainties set forth in our publicly filed
materials.
This press release contains information that is current as of
the date of this press release, unless otherwise noted. Events
occurring after that date could render the information contained
herein inaccurate or misleading in a material respect. Readers are
cautioned not to place undue reliance on this forward looking
information and management of the Company undertakes no obligation
to update publicly or revise any forward‐looking information,
whether as a result of new information, future events or otherwise
except as required by applicable securities laws.
Ali MahdaviInvestor RelationsTree Island Steel Ltd.416-962-3300
or +1(866) 430-6247Email: amahdavi@treeisland.comWebsite:
www.treeisland.com
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