CAMBRIDGE, ON, Feb. 4, 2016 /CNW/ - COM DEV International Ltd. (TSX:CDV) announced today that its previously announced acquisition by Honeywell (NYSE: HON) by plan of arrangement (the "Arrangement") has been completed. Pursuant to the Arrangement, an indirect wholly-owned subsidiary of Honeywell has acquired all of the issued and outstanding COM DEV common shares, and former COM DEV majority-owned subsidiary exactEarth Ltd. has been spun out into a standalone public company.
Information for COM DEV shareholders
For each COM DEV common share held at the time of completion of the Arrangement, COM DEV shareholders will receive an initial cash payment of $5.125 and 0.197854963 of an exactEarth Ltd. share (subject to adjustment for fractional shares). COM DEV shareholders will be eligible to receive a second cash payment of up to $0.125 per common share in approximately two weeks, with the amount of any such payment being determined based on the trading values of the exactEarth shares over their first five trading days.
COM DEV's common shares will be delisted from the Toronto Stock Exchange (the "TSX") by close of trading on February 8, 2016. The exactEarth shares have been conditionally approved for listing on the TSX and are expected to begin trading on or about February 9, 2016 under the trading symbol XCT. COM DEV has applied to securities regulatory authorities for a decision that it is not a reporting issuer in Canada and, if that decision is made, COM DEV will no longer be a reporting issuer in Canada.
Full details of the Arrangement are set out in COM DEV's management information circular dated December 21, 2015, and available on SEDAR at www.sedar.com.
About COM DEV
COM DEV International Ltd. is a leading global provider of space hardware and services. The Company has a staff of more than 1,250, annual revenues of over $200 million, and facilities in Canada, the United Kingdom, the United States, India and China. COM DEV designs, manufactures and integrates advanced products, subsystems and microsatellites that are sold to major satellite prime contractors, government agencies and satellite operators, for use in communications, space science, remote sensing and defence applications. The Company has won contracts to supply its equipment on over 950 spacecraft.
About Honeywell Aerospace
Honeywell Aerospace products and services are found on virtually every commercial, defense and space aircraft, and its turbochargers are used by nearly every automaker and truck manufacturer around the world. The Aerospace business unit develops innovative solutions for more fuel-efficient automobiles and airplanes, more direct and on-time flights, safer flying and runway traffic, along with aircraft engines, cockpit and cabin electronics, wireless connectivity services, logistics, and more. The business delivers safer, faster, and more efficient and comfortable transportation-related experiences worldwide. For more information, visit www.honeywell.com or follow us at @Honeywell_Aero and @Honeywell_Turbo.
Honeywell (www.honeywell.com) is a Fortune 100 diversified technology and manufacturing leader, serving customers worldwide with aerospace products and services; control technologies for buildings, homes and industry; turbochargers; and performance materials. For more news and information on Honeywell, please visit www.honeywellnow.com.
This news release contains statements that, to the extent they are not recitations of historical fact, may constitute "forward-looking statements" within the meaning of applicable Canadian securities laws. Forward-looking statements may include financial and other projections, as well as statements regarding COM DEV's future plans, objectives or economic performance, or the assumptions underlying any of the foregoing, including statements regarding, among other things, the timing and completion of delisting of the COM DEV common shares, listing of the exactEarth shares and the timing and amount of any payment to COM DEV shareholders. COM DEV uses words such as "may", "would", "could", "will", "likely", "expect", "anticipate", "believe", "intend", "plan", "forecast", "project", "estimate" and similar expressions to identify forward-looking statements. Any such forward-looking statements are based on assumptions and analyses made by COM DEV in light of its experience and its perception of historical trends, current conditions and expected future developments, as well as other factors COM DEV believes are appropriate under the relevant circumstances. However, whether actual results and developments will conform to COM DEV's expectations and predictions is subject to any number of risks, assumptions and uncertainties. Many factors could cause COM DEV's actual results, historical financial statements, or future events to differ materially from those expressed or implied by the forward-looking statements contained in this news release. These factors include, without limitation: uncertainty in the global economic environment; fluctuations in currency exchange rates; delays in the purchasing decisions of COM DEV's customers; the competition COM DEV faces in its industry and/or marketplace; and the possibility of technical, logistical or planning issues in connection with the deployment of COM DEV's products or services.
The triangular logo and the word COM DEV are each registered trademarks and the property of COM DEV Ltd. All rights reserved.
SOURCE Com Dev International Ltd.