- Effective date to be on or about May 19, 2011 -
OAK BROOK, IL, May 5 /CNW/ - Primary Energy Recycling Corporation (the
"Company" or "Primary Energy") (TSX: PRI), a clean energy company that
generates revenue from capturing and recycling recoverable heat and
byproduct fuels from industrial processes, today announced that as
approved by the Company's shareholders at the annual and special
meeting held on June 15, 2010, the Company will consolidate all of its
outstanding common shares on the basis of one post-consolidation common
share for three existing common shares. Accordingly, the 134,118,561
common shares currently issued and outstanding will be consolidated
into approximately 44,706,187 common shares.
Anticipated benefits of the consolidation include:
The Company anticipates that consolidation could yield a higher price
per share which may facilitate investment by certain institutional
investors and investment funds that may be prevented under their
investing guidelines from investing in Primary Energy's common shares
at current price levels.
A higher price per share may also allow investors to leverage their
investment by meeting margin eligibility requirements.
Investors who pay commissions based on the number of common shares
traded may benefit from relatively lower trading costs associated with
a higher common share price because fewer shares would be traded per
fixed dollar amount.
The combination of potentially lower transaction costs and increased
interest from investors could ultimately improve the trading liquidity
of the common shares.
"The Board of Directors initiated the consolidation at a time of market
strength because of the reaction to the recently announced long-term
renewal of our North Lake Energy contract," said John Prunkl, President
and Chief Executive Officer of Primary Energy Recycling. "The
conditions are favorable for this action."
No fractional common shares will be issued in connection with the
consolidation and any fractions of a common share will be rounded down
to the nearest whole number of common shares.
Since all common shares are held in book-entry only form, registration
of beneficial interests in post-consolidation common shares will be
made through the book-based system administered by CDS Clearing and
Depository Services, Inc. and beneficial owners will not be required to
take any action in order to receive post-consolidation common shares.
Beneficial owners who have questions about how their post-consolidation
common shares will be reflected in their account should contact the
intermediary through which they hold their common shares.
The number of common shares reserved for issuance under the Company's
stock option plan and the number of common shares into which the
outstanding options will be exercisable will be proportionally reduced
to reflect the three-to-one consolidation ratio and the applicable
exercise price will be proportionally increased. The number of
deferred share units to which directors are entitled will also be
consolidated on a three-to-one basis. The indirect percentage interest
in Primary Energy Recycling Holdings LLC held by Capital Power Income
L.P. remains unchanged at 14.3%, which is effectively equivalent to
7,462,830 post-consolidation common shares of the Company.
For more information about the consolidation please see Primary Energy's
management information circular dated April 30, 2010.
About Primary Energy Recycling Corporation
Primary Energy Recycling Corporation owns a majority interest in Primary
Energy Recycling Holdings LLC ("PERH"). PERH, headquartered in Oak
Brook, Illinois, indirectly owns and operates four recycled energy
projects and a 50 per cent interest in a pulverized coal facility
(collectively, the "Projects"). The Projects have a combined electrical
generating capacity of 283 megawatts and a combined steam generating
capacity of 1.8M lbs/hour. PERH creates value for its customers by
recycling recoverable heat and byproduct fuels from industrial and
electric generation processes and converting it into reliable and
economical electricity and thermal energy for resale back to its
customers. For more information, please see www.primaryenergy.com.
When used in this news release, the words "anticipate", "expect",
"project", "believe", "estimate", "forecast", "goal", "could" and
similar expressions are intended to identify forward-looking
statements. Such statements are subject to certain risks, uncertainties
and assumptions pertaining, but not limited, to operating performance,
regulatory parameters, weather and economic conditions and other
factors discussed in the Company's public filings available on SEDAR at
www.sedar.com. These forward-looking statements are made as of the date
of this press release and the Company assumes no obligation to update
or revise them to reflect new events or circumstances except as
required by applicable securities laws. For more information, please
SOURCE Primary Energy Recycling Corporation
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