TORONTO, April 6, 2017 /CNW/ - Gibraltar Growth Corporation (TSX: GBG.A, GBG.WT) (the "Corporation") is pleased to announce that it has set April 13, 2017 as the record date for determining shareholders of the Corporation that are entitled to receive notice of a special meeting of shareholders of the Corporation, expected to be held on May 31, 2017 (the "Meeting").
The Corporation continues to actively pursue opportunities that would constitute its qualifying acquisition (a "Qualifying Acquisition") and is currently in advanced negotiations with one business. If the Corporation is successful in entering into a definitive agreement with respect to a Qualifying Acquisition, it intends to present such Qualifying Acquisition to shareholders for approval at the Meeting. However, no definitive agreement has been entered into at this time with respect to a Qualifying Acquisition, and no assurance can be given that discussions, including those that may be on-going, will result in an agreement or that the Company will be able to complete a Qualifying Acquisition.
If the Corporation is unable to enter into a definitive agreement with respect to a Qualifying Acquisition, it intends to seek shareholder approval at the Meeting to extend the permitted timeline within which it may effect a Qualifying Acquisition.
As an alternative to holding the Meeting to approve a Qualifying Acquisition, the Corporation may choose to seek approval of its Qualifying Acquisition from shareholders of the Corporation by way of written consent pursuant to section 604(d) of the TSX Company Manual. In accordance with the rules of the TSX, in order to forego the Meeting, written consent must be obtained from holders of more than 50% of the voting securities of the Corporation (being both the holders of Class A Restricted Voting Shares and Class B Shares), other than certain securities which may be excluded as required by the TSX. In the event that written consent is secured, the Corporation will issue a press release at least five business days in advance of closing of its Qualifying Acquisition disclosing the material terms of the transaction and that it will not hold the Meeting. In such circumstances, holders of Class A Restricted Voting Shares would continue to have redemption rights as described in the final prospectus of the Corporation dated September 25, 2015.
The Corporation will host a conference call on Tuesday, April 18, 2017 at 10:00 a.m. EST to discuss its fourth quarter and 2016 financial results, and to provide an update on the status of its Qualifying Acquisition. The conference call will be chaired by Joseph Mimran, the Corporation's Chairman and Co-Chief Executive Officer and Cam di Prata, the Corporation's Co-Chief Executive Officer. The number to use for this call is toll free 1-(888)-231-8191. The number for overseas callers is +1-(647)-427-7450.
About Gibraltar Growth Corporation
Gibraltar Growth Corporation is a special purpose acquisition corporation incorporated under the laws of the Province of Ontario for the purpose of effecting a qualifying acquisition.
This press release may contain forward‐looking information within the meaning of applicable securities legislation, which reflects the Corporation's current expectations regarding future events. Forward‐looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the Corporation's control, that could cause actual results and events to differ materially from those that are disclosed in or implied by such forward‐looking information. Such risks and uncertainties include, but are not limited to, the factors discussed under "Risk Factors" in the Corporation's most recently filed annual information form. The Corporation does not undertake any obligation to update such forward‐looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
SOURCE Gibraltar Growth Corporation
For further information: Jeremy Stepak, Chief Financial Officer, Gibraltar Growth Corporation, (416) 583-1692