MONTREAL, May 11 /CNW Telbec/ - MEGA Brands Inc. (TSX: MB) has been
informed that the Autorité des marchés financiers (AMF) in Quebec has
undertaken an administrative proceeding regarding the exercise of
options in 2005 by certain of the Corporation's current and former
executive officers. These same transactions were the subject of
previous allegations in Ontario as disclosed in a 2008 press release.
No actions were taken as a result of these allegations.
In early 2008, when the Corporation was initially informed of insider
trading allegations regarding these transactions, the Board of
Directors formed a special committee consisting solely of independent
directors. As part of its review, the special committee retained
independent legal advisors Fasken Martineau DuMoulin LLP, a leading law
firm with recognized expertise in securities law and corporate
governance matters, to carry out a full and comprehensive investigation
of the allegations and to report back with their conclusions. The
special committee received and reviewed the Fasken Martineau report.
After its thorough review, the special committee concluded in November
2008 that no action should be taken. Its recommendation was considered,
voted on and unanimously approved at a meeting of the Board of
Directors comprised solely of independent directors.
The Corporation is not subject to the administrative proceeding. The
AMF is solely seeking to obtain reimbursement of option proceeds and
fines from current and former executives. The current executives named
in the proceeding are Marc Bertrand, President and CEO, and Vic
Bertrand, Chief Innovation Officer.
Marc Bertrand and Vic Bertrand deny any wrongdoing and will defend
vigorously against these allegations.
About MEGA Brands
MEGA Brands Inc. is a trusted family of leading global brands in
construction toys, games & puzzles, arts & crafts and stationery. They
offer engaging creative experiences for children and families through
innovative, well-designed, affordable and high-quality products. Visit http://www.megabrands.com for more information.
The MEGA logo, Mega Bloks, Rose Art, MEGA Puzzles, MEGA Games and Board
Dudes are trademarks of MEGA Brands Inc. or its affiliates.
All statements in this press release that do not directly and
exclusively relate to historical facts constitute "forward-looking
information" within the meaning of applicable Canadian securities laws
These statements represent the Corporation's intentions, plans,
expectations and beliefs. Readers are cautioned not to place undue
reliance on these forward-looking statements. Forward-looking
information and statements are based on a number of assumptions and
involve risks, uncertainties and other factors that could cause actual
results to differ materially from those expressed or implied by them,
including, but not limited to risks, assumptions and uncertainties
described in the Corporation's MD&A for the year ended December 31,
2010, which are available at www.sedar.com and on the Corporation's Web site. The Corporation disclaims any
intention or obligation to publicly update or revise any
forward-looking information, whether as a result of new information,
future events or otherwise, other than as required by applicable law.
SOURCE MEGA BRANDS INC.
For further information:
Mark P. Girgis
Vice President, Legal Affairs & Corporate Secretary
Tel: (514) 333-5555 ext. 2897