VANCOUVER, April 29, 2013 /CNW/ - Radiant Communications Corp. ("Radiant" or the "Company") (TSX-V: RCN) announces that the special committee struck for the purpose of dealing with the proposed arrangement among Radiant, Maxam Opportunities Fund LP and its affiliated entity, Maxam Opportunities Fund (International) LP (together, "Maxam"), Pender Growth Fund (VCC) Inc. and its affiliated entity, Pender Financial Group Inc. (together, "Pender") has been disbanded. As previously announced on April 26, 2013 the proposed arrangement was terminated in light of the offer to the Radiant shareholders of $1 per share made by Frontier Networks Inc.("Frontier"). As a result of the termination of the proposed arrangement with Maxam and Pender, the Board of Directors of Radiant as a whole will consider the proposal to be made by Frontier. All members of the board of directors are independent as defined by National Instrument 52-110 and have no conflict of interest with respect to the Frontier proposal. Frontier, in its communications with the Radiant special committee indicated that it would promptly be making a formal takeover bid for the shares of Radiant and, in any event, is obliged to commence the bid on or before May 3, 2013.
As part of the normal course of business Radiant will be calling its annual general meeting for fiscal 2012 and formal notice, including record date and meeting date will be provided shortly.
About Radiant Communications Corp.
Radiant is a leading provider of managed network and cloud hosting solutions for medium-size enterprises. Leveraging one of the largest Internet footprints across Canada, Radiant offers a comprehensive portfolio of reliable, secure and scalable IT infrastructure services, simplified under a single point of contact. For over 15 years, many of Canada's most recognized brand names have been relying on Radiant to support their mission-critical business operations.
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This press release may contain forward-looking information or forward-looking statements (collectively referred to as "forward-looking statements"), including statements that use forward-looking terminology such as "may", "will", "expect", "anticipate", "believe", "continue", "potential", or the negative thereof or other variations thereof or comparable terminology. Such forward-looking statements may include, without limitation, statements regarding the completion of the proposed transaction, the holding of the Meeting and other statements that are not historical facts. While such forward-looking statements are expressed by Radiant, as stated in this release, in good faith and believed by Radiant to have a reasonable basis, they are subject to important risks and uncertainties including, without limitation, required Radiant securityholder approval and necessary court approval, the satisfaction or waiver of certain other conditions contemplated by the Arrangement Agreement, and changes in applicable laws or regulations, which could cause actual results to differ materially from future results expressed, projected or implied by the forward-looking statements. As a result of these risks and uncertainties, the proposed transaction could be modified, restructured or not be completed, and the results or events predicted in these forward-looking statements may differ materially from actual results or events. These forward-looking statements are not guarantees of future performance, given that they involve risks and uncertainties. Radiant is not affirming or adopting any statements made by any other person in respect of the proposed transaction and expressly disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except in accordance with applicable securities law or to comment on expectations of, or statements made by any other person in respect of the proposed transaction. Investors should not assume that any lack of update to a previously issued forward-looking statement constitutes a reaffirmation of that statement. Reliance on forward-looking statements is at investors' own risk.
SOURCE: Radiant Communications Corp.
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