LAVAL, QC, June 23 /CNW Telbec/ - Mercator Transport Group Corporation
("Mercator") (TSX-V: GMT) is proud to announce the acquisition of all the
issued and outstanding shares of SAS Trans Orient Services ("Trans Orient"),
the important elements of the transaction being the following:
- Acquisition of 100% of the shares of Trans Orient, a French corporation
located in Lyon;
- The acquisition will be concluded at an amount of CAN$1,068,000
- The acquisition entails no shareholder dilution or further indebtedness
- Trans Orient specializes in international transport brokerage,
primarily water and air transport;
- Trans Orient achieved annual sales of CAN$7,500,000 (euro 4,734,000)
for the fiscal year ended September 30, 2008;
- Trans Orient has 10 employees; and
- Trans Orient represents for Mercator a platform for European and
African market penetration.
It is anticipated that Mercator Transport France Inc., a wholly owned
subsidiary of Mercator, will acquire from the seller, Orient Finances SAS, of
all the shares of Trans Orient for a purchase price of CAN$1,067,992 (euro
675,000), payable at the moment of closing. The amount will be paid out of
available cash assets of Mercator, entailing no shareholder dilution or
further indebtedness of Mercator.
This acquisition takes place in the context of the judicial liquidation
of Orient Finances SAS, a French corporation which held, amongst other assets,
all the shares of Trans Orient. On June 22, 2009, Mercator received judicial
confirmation of acceptance of the terms of the offer, as submitted.
About Trans Orient
Located in Lyon, France, Trans Orient is a French corporation specialized
in international transport brokerage, prioritizing water and air transport.
Trans Orient was founded in 1989 by Ms Denise Radix, Chief Executive
Officer since the foundation. Mercator plans to retain her services and
nominate her as director of operations for Trans Orient. Ms Radix confirmed
she has accepted her new functions.
According to the annual audited financial statements, Trans Orient
achieved sales of CAN$7,500,000 (euro 4,734,000) for the twelve-month fiscal
year ended September 30, 2008 ,generating net earnings of CAN$226,000 (euro
143,000 ). The balance sheet as of September 30, 2008 indicates assets of
CAN$2,700,000 (euro 1,705,000), liabilities of CAN$1,600,000 (1,007,000 euro)
and shareholders' equity of CAN$1,100,000 (euro 698,000). The financial
statements of Trans Orient were prepared in accordance with French generally
accepted accounting principles.
According to the unaudited interim financial statements for the
eight-month period ended May 31, 2009, Trans Orient achieved sales of
CAN$4,000,000 (euro 2,536,000), generating net earnings of CAN$103,000 (euro
65,000). The balance sheet of Trans Orient as of May 31, 2009 indicates assets
of CAN$2,595,000 (euro 1,640,000), liabilities of CAN$1,500,000 (euro 948,000)
and shareholders' equity of CAN$1,095,000 (euro 692,000).
Commenting on the acquisition, the Chief Executive Officer of Mercator,
Mr. Jean-Pierre Apelian, declared: "We are very proud to acquire Trans Orient.
The addition of this corporation to the group will allow Mercator to
immediately increase sales and profitability, hence supporting the growth
strategy of the Corporation. Moreover, this transaction will open new horizons
on the European and African markets. This acquisition will also allow Mercator
to increase profit margins, by first directly processing Mercator client
requests on European and African fronts, and, finally, realizing synergies
relatively to administrative and operational functions."
Closing of this arms-length transaction remains conditional to the expiry
of a delay during which any interested party may appeal the decision of the
court. In addition, Mercator agreed to pay Mr. Laurent Durieux a CAN$60,000
(euro 38,000) finder's fee, representing 5.7% of the amount of the
transaction. Mr. Durieux and Mercator are dealing at arm's length. Closing is
expected to be completed on or about July 1, 2009.
Mercator specializes in transport brokerage, international logistics and
distribution. With offices in Montreal (Canada), Las Vegas (USA) and now Lyon
(France), Mercator offers value-added services in global supply chain
management, and designs tailor-made solutions. Customer intimacy and
commitment differentiates Mercator in its ability to implement customers'
This news release contains forward-looking information concerning the
acquisition of Trans Orient and the benefits Mercator may derive therefrom.
These statements, by their nature, shall in no way constitute any guarantee as
to the future performance of Mercator and contain risks and uncertainties
which may cause actual results to differ materially from the results discussed
in the forward-looking statements. Among the factors which may cause actual
results to differ materially from the results discussed in the forward-looking
statements are the risk of the judgment declaring the sale of Trans Orient to
Mercator being overruled, risks related to economic conditions, the commercial
situation of Mercator and Trans Orient and their operations. Mercator cautions
readers that real events may differ materially from current expectations.
Mercator does not intend to update or modify its forward-looking statements,
and does not assume any obligation to do so to reflect new events or
circumstances or for any other reason, except where required by law.
Neither TSX Venture Exchange nor its Regulatory Services Provider (as
that term is defined in the policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release.
For further information:
For further information: Mr. Patrick Bazinet, Director, Investor
relations, (450) 667-8886, firstname.lastname@example.org