WINNIPEG, March 3 /CNW/ - Craig Wireless Systems Ltd. ("Craig Wireless"
or the "Corporation") (TSX: CWG), announces that Craig Wireless Palm Springs
Inc. ("CWPS"), a subsidiary of the Corporation, has executed a promissory note
in favour of T. Boyd Craig in replacement of an existing loan from UBS Bank
USA to CWPS (the "UBS Loan") that was previously personally guaranteed by Mr.
Craig. The loan by Mr. Craig (the "Loan") is for the same principal sum of the
UBS Loan, being U.S. $6,593,351.29, and is upon terms substantially similar to
the UBS Loan.
The Loan is repayable upon the earlier of: (i) demand from Mr. Craig; or
(ii) 120 days from the date it was issued and bears interest at a rate equal
to LIBOR on the date of issue, plus 1.250%. The interest is payable in arrears
monthly on the first day of each month. As a condition to Mr. Craig making the
Loan, Craig Wireless has agreed to execute and deliver a guaranty (the
"Guaranty") of any amounts owing by CWPS to Mr. Craig pursuant to the Loan.
As Mr. Craig is a related party to the Corporation, the Loan is
considered a related party transaction under Ontario Securities Commission
Rule 61-501 ("Rule 61-501"). The independent directors of the Corporation,
upon considering the terms of the Loan and Guaranty, have determined that the
terms of the Loan are more favourable and not less advantageous to the
Corporation than if the Loan were obtained from a person or company dealing at
arm's length with CWPS and the Corporation, and have therefore approved the
Loan and Guaranty. Accordingly, Craig Wireless is relying on an exemption from
the minority shareholder approval requirements of Rule 61-501.
About Craig Wireless Systems Ltd.
Craig Wireless Systems and its affiliates (collectively, the "CWS Group")
offer a broad range of telecommunications services, including, broadband
Internet access, television programming delivery, business connectivity
solutions, hosting, security and telecommunications solutions. Through certain
members of the CWS Group, Craig Wireless holds or leases licenses for spectrum
in the 2.5 GHz, 2.6 GHz or 3.5 GHz bands in Manitoba, British Columbia, the
Coachella Valley region, California, United States, Greece, Norway and New
Zealand. Spectrum in these ranges is effective for delivery of
point-to-multipoint signals, possesses robust bandwidth capability and
supports emerging WiMAX-based applications, including portable and mobile
The Toronto Stock Exchange does not accept responsibility for the
adequacy or accuracy of this release.
Notice on forward-looking statements
This release includes forward-looking statements regarding Craig Wireless
and its business. Such statements are based on management's current
expectations. The forward-looking events and circumstances discussed in this
release may not occur and actual results could differ materially as a result
of known and unknown risk factors and uncertainties affecting Craig Wireless
and its business. No forward-looking statement can be guaranteed.
Forward-looking statements speak only as of the date on which they are made
and Craig Wireless does not undertake any obligation to publicly update or
revise any forward-looking statement, whether as a result of new information,
future events, or otherwise.
For further information:
For further information: J. Drew Craig, Executive Chairman, Craig
Wireless Systems Ltd., Tel: (416) 515-2222 ext. 2, email: