Several CVTech investors pledge support for the concerned shareholder, will vote their BLUE proxy forms - Concerned shareholder responds to misleading statements by CVTech management Français
VICTORIAVILLE, QC, May 23, 2012 /CNW Telbec/ - Leo Sniger, who controls, directly and indirectly, 3.5% of the outstanding shares of CVTech Group Inc. (TSX:CVT) said today that he intends to support Gestion G. Aubert Ltée. in its campaign to bring new energy to CVTech. In addition, four other shareholders who control, directly and indirectly, 2.1% of the votes have given their support to Gestion G. Aubert.
Mr. Sniger, the former CEO and largest shareholder of Riggs Distler & Company Inc., acquired by CVTech in 2009, said that he would vote his BLUE proxy in favour of the seven directors nominated to CVTech's board by Gestion G. Aubert.
"This team has the combination of skill sets that is currently missing at CVTech's board", Mr. Sniger said. "The seven nominees are committed to transparency, strong corporate governance and accountability."
Other shareholders who have come forward with their support to vote the BLUE proxy form include Michel, Renald and Claude Bernard, three previous owners of AAB Inc., acquired by CVTech in 2006, and Alain Gagné, the current top executive of Thirau Ltd. and J.J.L. Déboisement, the Company's two Energy segment subsidiaries located in Canada.
Guy Aubert, who controls Gestion G. Aubert, added: "This is an important development in our movement to bring a group of decisive, experienced leaders to the CVTech Board of Directors. I respect Mr. Sniger's knowledge of the electrical services' construction industry and his leadership skills during his tenure at Riggs Distler. The Bernard brothers' support underscores that they, as previous business owners of a company sold to CVTech, are also unhappy with the current leadership. And, for shareholders, it is a striking indication that Alain Gagné, a man who has been with Thirau for 32 years and who today leads the Canadian Energy operations for the Company, also believes that a significant change is needed. The support by all of these shareholders demonstrates that those who understand the business favour an infusion of new energy in CVTech's leadership. "
Mr. Aubert also responded to misleading information published by CVTech's current management and chairman who alleged that he had approved the Company's information circular dated April 27, 2012 and filed on May 8, 2012.
Mr. Aubert did not approve the Company's circular, as he was not present at the board meeting at which it was approved. Furthermore, he communicated his dissent in writing to CVTech by registered mail on May 4, 2012. In contrast to what the company communicated, a company's management information circular must be approved by the company's board of directors, as opposed to a committee of the board. As such Mr. Aubert fulfilled his obligations as a director.
"Such allegations seek to distract shareholders' attention from the main issue at stake in this proxy contest, namely, CVTech's mediocre performance over the past three years", Mr. Aubert said. "The current board and senior management have failed to deliver on promises made to shareholders. The result for shareholders is a more than 25% drop in share price over the last three years.
By contrast, the new board, if elected, intends to take decisive action to inject new energy to CVTech. All seven nominees have been senior executives and bring diverse expertise that would provide strong support for the strategic direction of CVTech. Three nominees have been actively involved in companies that serve the Canadian and U.S. construction markets. As 100% of the on-going operations of CVTech are construction services, primarily to the electric utility industry in Quebec and south to Virginia, these nominees' experience will be a solid match to CVTech's needs at the Board level.
Mr. Aubert, who has been a member of the current board since 2005 and currently beneficially owns 13.8% of CVTech's outstanding shares, is one of the seven nominees. Mr. Aubert is the former majority owner and operator of Thirau Ltd. and its subsidiaries, Quebec based J.J.L. Déboisement and Connecticut based Thirau LLC, all acquired by CVTech in 2005, and as a group, the largest contributor of its CVTech's revenues.
CVTech's directors will be elected at the annual meeting in Montreal on May 30, 2012.
The key points of the Concerned Shareholder's "CVTech value-enhancing plan" are to:
- Ensure completion of the intended sale of the discontinued operations of CVTech's CVT Systems segment.
- This business has been a drain on the company's resources for an extended period.
- Seek and explore value-creating acquisitions in electrical construction services.
- Cut overhead costs in order maximize profitability.
- Use cash to fuel operational growth, repay debt and fund potential acquisitions.
- Instill a new corporate culture of accountability by improving communications with shareholders using, for example, quarterly conference calls to discuss financial results and the progress of their proposed value enhancing plan for CVTech and its shareholders. All shareholders, large or small, would be welcomed at these calls.
- Improve transparency by undertaking to provide more information concerning financial results and comparability of results to other public companies in the industry.
To support Gestion G. Aubert's plans and bring new energy to CVTech,
shareholders are urged to vote their BLUE proxy before
the May 28, 2012 voting deadline of 10:30 a.m. (EST).
The seven Nominees are:
Jean-Marie Bourassa
François Cordeau
Louis Potvin
George Rossi
Jean-Denis Talon
Pierre Turcotte
Guy Aubert
Shareholders should call Kingsdale Shareholder Services toll-free at 1-888 518 1558 or call collect at 416-867-2272 for assistance in voting your BLUE proxy. |
For further information:
For more information, please go to: www.changecvtech.com .
Media contacts:
Quebec:
Guy Hurd, Director, Media Relations, Renmark Financial Communcations [email protected],
514 939 3989 x1224
Other:
Bernard Simon
Vice-President - Kingsdale Communications Inc.
[email protected]
416 867 2304
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