TORONTO, June 9, 2011 /CNW/ - The Goldfarb Corporation (NEX: GDF.H) (the "Corporation") announced today that it has, at a special meeting of the shareholders of the Corporation held on June 9, 2011, received all requisite shareholder approvals to proceed with the previously announced going private transaction of the Corporation.

The going private transaction, which is based on a proposal by Martin Goldfarb, Chairman, President and CEO of the Corporation, and Stanley Goldfarb, a director of the Corporation (collectively, the "Majority Shareholders"), is being structured as a consolidation (the "Consolidation") of the Class A subordinate voting shares in the capital of the Corporation (the "Subordinate Voting Shares") on the basis of one post-Consolidation Subordinate Voting Share for every 1,597,578 Subordinate Voting Shares held immediately prior to the Consolidation (the "Going Private Transaction"). Upon completion of the Consolidation, 2282173 Ontario Limited, a company wholly-owned and controlled, directly or indirectly, by the Majority Shareholders, will be the sole shareholder of the Corporation.

If you are a holder of Subordinate Voting Shares, following the Consolidation, your Subordinate Voting Shares will represent a right to receive $3.02 per pre-Consolidation Subordinate Voting Share held (the "Consideration"). If you are a registered holder of Subordinate Voting Shares, in order to redeem your Subordinate Voting Shares for cash, you will need to complete and submit the Letter of Transmittal, in accordance with the directions set forth therein, that you received in the management information circular dated May 19, 2011.  If you hold Subordinate Voting Shares beneficially (e.g. through your broker or dealer), the Consideration will be distributed to your account through your broker or dealer.  If you have any questions or require a copy of the Letter of Transmittal, please contact Karen Killeen, Chief Financial Officer of the Corporation at or 416-928-3710.

Following consultation with the NEX board of the TSX Venture Exchange ("NEX") and in order to determine those shareholders of the Corporation entitled to receive the Consideration following the Consolidation, it is anticipated that the Subordinate Voting Shares will be halted from trading on June 16, 2011, which will be the record date in determining the holders of Subordinate Voting Shares entitled to the Consideration.  In addition, the Corporation has filed an application with NEX to delist its Subordinate Voting Shares. It is anticipated that the Subordinate Voting Shares will be delisted as of the end of the trading day on June 22, 2011.

The Corporation plans to file articles of an amendment to its constating documents in order to effect the Consolidation. Upon filing of the articles of amendment to the Corporation's constating documents, the Corporation plans to apply to applicable provincial securities commissions to cease to be a reporting issuer in the jurisdictions in which it currently has that status.

Forward-looking Statements
Certain statements included in this release contain words such as "could", "expects", "expectations", "may", "anticipates", "believes", "intends", "estimates" and "plans" (and similar expressions) and constitute "forward-looking statements" within the meaning of applicable securities law. These statements are based on the Corporation's current expectations, estimates, forecasts and projections about the operating environment, economies and markets in which the Corporation and its subsidiaries operate. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which are difficult to predict and may cause the actual results, performance or achievements of the Corporation, or outcomes or results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, such factors which are described in the Corporation's management's discussion and analysis of operations and other filings with Canadian regulatory authorities. These statements, although considered reasonable by the Corporation at the date of this press release, may prove to be inaccurate and consequently the Corporation's actual results could differ materially from its expectations as set out or implied in this release. Unless otherwise required by applicable securities laws, The Corporation disclaims any intention or obligation to update or revise any forward-looking statements.

Neither the TSX Venture Exchange nor its Regulation 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.

The Goldfarb Corporation trades on the NEX Board of the TSX Venture Exchange under the symbol "GDF.H".

SOURCE Goldfarb Corporation

For further information:

Ms. Karen Killeen, Chief Financial Officer of the Corporation at or 416-928-3710

Profil de l'entreprise

Goldfarb Corporation

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