MONTREAL, Jan. 27, 2014 /CNW Telbec/ - Atrium Innovations Inc. (TSX:ATB & ATB.DB) ("Atrium" or the "Corporation"), a globally recognized leader in the development, manufacturing and
commercialization of innovative, science-based natural health products,
announced today that the Superior Court of Québec (Commercial Division)
issued a final order approving the previously announced plan of
arrangement (the "Arrangement") providing for the acquisition of all of the outstanding common shares
of Atrium for cash consideration of $24.00 per common share by
corporations backed by the Permira funds and the acquisition by the
Corporation of all of its outstanding convertible debentures.
Earlier this month, the Corporation received confirmation from the U.S.
Federal Trade Commission (the "FTC") that early termination of the pre-closing waiting period mandated
under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 had been granted, which allows the parties to proceed to closing. Atrium
has also now received from the competition regulatory authorities in
Germany, Ireland and Austria clearances or confirmations that the
transaction may proceed to closing.
Completion of the Arrangement remains subject to the receipt of the
approval under the Investment Canada Act and clearance from the Ukrainian competition authorities as well as the
satisfaction or waiver of certain other closing conditions customary in
transactions of this nature. Subject to obtaining these two regulatory
approvals and the satisfaction or waiver of all other conditions
precedent to the Arrangement, it is anticipated that the Arrangement
will be completed in February 2014.
Atrium Innovations Inc. (TSX: ATB & ATB.DB) is a globally-recognized
leader in the development, manufacturing, and commercialization of
innovative, science-based natural health products which are distributed
in more than 35 countries. The Corporation owns healthcare practitioner
and specialized retail product brands that are at the forefront of
science, innovation and education. Atrium has over 1,300 employees and
operates seven manufacturing facilities with current Good Manufacturing
Practices. Additional information is available at www.atrium-innovations.com.
Cautionary Note and Forward-Looking Statements
This press release contains certain forward-looking statements with
respect to the Corporation and the Arrangement. These forward-looking
statements, by their nature, require the Corporation to make certain
assumptions and necessarily involve known and unknown risks and
uncertainties that could cause actual results to differ materially from
those expressed or implied in these forward-looking statements.
Forward-looking statements are not guarantees of performance. These
forward-looking statements, including financial outlooks, may involve,
but are not limited to, comments with respect to the Corporation's
business or financial objectives, its strategies or future actions, its
targets, expectations for financial condition or outlook for operations
and future contingent payments. Words such as "may", "will", "would",
"could", "expect", "believe", "plan", "anticipate", "intend",
"estimate", "continue", or the negative or comparable terminology, as
well as terms usually used in the future and the conditional, are
intended to identify forward-looking statements. Information contained
in forward-looking statements is based upon certain material
assumptions that were applied in drawing a conclusion or making a
forecast or projection, including management's perceptions of
historical trends, current conditions and expected future developments,
as well as other considerations that are believed to be appropriate in
the circumstances. The Corporation considers these assumptions to be
reasonable based on information currently available to it, but cautions
the reader that these assumptions regarding future events, many of
which are beyond its control, may ultimately prove to be incorrect
since they are subject to risks and uncertainties that affect the
Corporation and its business or the Arrangement.
For additional information with respect to these and other factors and
assumptions underlying the forward-looking statements made in this
press release, see the Corporation's quarterly and annual Management
Discussion and Analysis for the fiscal year ended December 31, 2012 and
the management information circular dated December 17, 2013 each filed
with the Canadian securities commissions. The forward-looking
information set forth herein reflects the Corporation's expectations as
at the date of this press release and is subject to change after such
date. The Corporation disclaims any intention or obligation to update
or revise any forward-looking statements, whether as a result of new
information, future events or otherwise, other than as required by law.
SOURCE: Atrium Innovations Inc.
For further information:
Vice President and Chief Financial Officer