Saltire Capital Ltd. Enters Into Agreement to Acquire Electric Picture Display Systems, Inc
All amounts expressed in United States dollars (US$) unless otherwise noted
TORONTO, Jan. 31, 2025 /CNW/ - Saltire Capital Ltd (TSX: SLT.U) (TSX: SLT.WT.U) ("Saltire" or the "Company"), is pleased to announce that it has entered into a non-binding letter of intent to acquire (the "Proposed Acquisition") 100% of the issued and outstanding shares of Electric Picture Display Systems, Inc. ("Electric Picture"), a recognized leader in designing, engineering, integrating, and supporting visual display systems for commercial customers throughout North America. The purchase will be funded by a mix of cash from the revolving credit facility, and common shares of Saltire ("Common Shares").
"We are thrilled to announce our decision to partner with Electric Picture and to assist in continuing to build the business that R.P. Higgins and his team have developed over the years", said Andrew Clark, CEO of Saltire. "This is a highly accretive acquisition offering many synergies with our existing platform at Strong/MDI Screen Systems, Inc.".
"We are delighted to become part of the Saltire family", said RP Higgins, President and sole owner of Electric Picture. "We believe Saltire and the team are the right group the take this business to the next level. It is a truly exciting time for Electric Picture and are looking forward to seeing the business grow in the coming months and years."
The transaction is expected to close in the second quarter of 2025, subject to the negotiation of a definitive agreement, satisfaction of closing conditions, any applicable regulatory approvals (including approval of the Toronto Stock Exchange ("TSX")), and confirmatory due diligence, in each case as is customary for transactions of this nature.
About Saltire
Saltire is a long-term capital partner that allocates capital to equity, debt and/or hybrid securities of high-quality private companies. Investments made by Saltire consist of meaningful and influential stakes in carefully selected private companies that the Manager believes are under-valued businesses with high barriers to entry, predictable revenue streams and cash flows and defensive characteristics, with a view to significantly improve the fundamental value over the long-term. Although Saltire primarily allocates capital to private companies, Saltire may, in certain circumstances if the opportunity arises, also pursue opportunities with orphaned or value challenged small and micro-cap public companies. Saltire provides investors with access to private and control-level investments typically reserved for larger players, while maintaining liquidity.
About Electric Picture
Founded in 2003 in Melbourne, Florida, Electric Picture Display Systems designs, engineers, integrates and supports display systems for a wide range of special applications, including simulation for military and commercial training; life-like 3D/VR displays for healthcare, air traffic control and game development; Control Room/KVM systems with videowalls operating 24/7; Department of Homeland Security and wide-scale monitoring; and projection and direct-view systems for situation rooms and conference centers.
Forward-Looking Statements
Certain statements in this news release are prospective in nature and constitute forward-looking information and/or forward-looking statements within the meaning of applicable securities laws (collectively, "forward-looking statements"). Forward-looking statements include, but are not limited to, statements concerning the completion and proposed terms of, and matters relating to, the Proposed Acquisition. Forward-looking statements reflect management's current beliefs, expectations and assumptions and are based on information currently available to management. With respect to the forward-looking statements included in this news release, the Company has made certain assumptions with respect to, among other things, the Company's ability to negotiate and enter into a definitive agreement with respect to the Proposed Acquisition and consummate the Proposed Acquisition, the expectation that no event, change or other circumstance will occur that could give rise to the termination of the Proposed Acquisition, and the expenses and timing of closing the Proposed Acquisition.
Readers are cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that the future circumstances, outcomes or results anticipated or implied by such forward-looking statement will occur or that plans, intentions or expectations upon which the forward-looking statements are based will occur. By their nature, forward-looking statements involve known and unknown risks and uncertainties and other factors that could cause actual results to differ materially from those contemplated by such statements. Factors that could cause such differences include, but are not limited to: failure to negotiate and enter into a definitive agreement with respect to the Proposed Acquisition on terms favourable to the Company or at all, the Company's failure to satisfy the conditions precedent and required approvals in connection with the Proposed Acquisition, termination fo the Proposed Acquisition, delays or amendments to the implementation of the Proposed Acquisition, costs relating to the Proposed Acquisitoin having to be paid even if the Proposed Acquisition is not completed, losses arising from any misrepresentations in the representations, warranties and covenants of the Company and the vendors to be made in connection with the Proposed Acquisition, the TSX not approving the listing of the Common to be issued in connection with the Proposed Acquisition, fluctuations in the market price of the Common Shares, and the Company or Electric Picture being unable to continue as a going concern and consummate the Proposed Acquisition, as well as those described under the heading "Risk Factors" in Saltire's final long-form prospectus dated August 2, 2024, which is available for viewing on Saltire's SEDAR+ profile at www.sedarplus.ca.
All forward-looking statements included in and incorporated into this news release are qualified by these cautionary statements. Unless otherwise indicated, the forward-looking statements contained herein are made as of the date of this news release, and except as required by applicable law, the Company 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.
SOURCE Saltire Capital Ltd.
FOR FURTHER INFORMATION PLEASE CONTACT: Andrew Clark, Director and Chief Executive Officer, Saltire Capital Ltd., (416) 419-9405, [email protected]
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