BURLINGTON, ON, March 13, 2013 /CNW/ - Tenth Power Technologies Corp. ("Tenth Power" or the "Company") (TSX-V:TPI) today announced that its Board of Directors (the "Board")
has conditionally approved investigating the viability of implementing
a going private transaction. Guy Burry, the Chief Executive Officer of
the Company and Dennis Bernhard, a director of the Company, have
expressed to the Board their interest in pursuing and funding such a
transaction. Together, Mr. Burry and Mr. Bernhard own or control
approximately 4,168,670 common shares of Tenth Power (24.04%).
In connection with this proposed transaction, the Board has established
an independent committee consisting of Mr. John Whincup and Mr. Brian
In connection with such planned going private transaction, the Company
has also retained Klein Farber Corporate Finance Inc. to prepare a
valuation ("Valuation") of the Company as required under Multilateral
Instrument 61-101 - Protection of Minority Security Holders in Special Transactions.
If as and when this transaction evolves, the Company will call and hold
a special meeting of its shareholders to consider the proposed
transaction which will require, among other things, the approval of the
"majority of the minority" shareholders of the Company.
It is further contemplated that the current management group of Tenth
Power (consisting of Guy Burry, Dennis Bernhard and Wayne McDowell and
corporate entities controlled by such persons) would be "interested
parties" in connection with the transaction and accordingly would not
be able to vote in connection with any "majority of minority vote" to
There can be no assurance that the proposed going private transaction
will be completed. The Company will issue further press releases in
respect to this proposed transaction as circumstances warrant.
The Company also announces that it has set Tuesday, May 7, 2013 as a new
date for its shareholders meeting that is past due from last year.
The Company had called a February 12, 2013 date for its AGM, but
subsequently did not hold it due to discussions the Company was in with
an arm's length party to effect a business combination transaction.
The Company had anticipated that the February 12, 2013 shareholders
meeting would have considered that transaction, but the transaction in
question was subsequently abandoned before a definitive agreement was
About Tenth Power Technologies Corp.
Tenth Power is a Canadian-based technology and solutions company. Tenth
Power supplies secure business solutions to clients in the
telecommunications, financial services, manufacturing, government and
health care sectors. Tenth Power augments proprietary software with
product licensing and strategic acquisition of industry-leading
services, to design solutions that safeguard information and electronic
communications. The suite of products includes identity and signature
authentication, Internet security, safe communication platforms and a
secured collaboration environment. Tenth Power also provides IT
security consulting and managed services.
Forward Looking Statements
This press release contains forward-looking statements which reflect the
Company's current expectations regarding future events. The
forward-looking statements involve risks and uncertainties. Actual
results could differ materially from those projected herein. The
Company disclaims any obligation to update these forward-looking
The TSX Venture Exchange Inc. has not reviewed and does not accept
responsibility for the adequacy or accuracy of this release.
SOURCE: Tenth Power Technologies Corp.
For further information:
Telephone: (905) 332-6677