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Rockwell - payment to shareholders & delisting
Rockwell announced the successful completion of its previously announced amalgamation (the “Amalgamation”) with 1274787 B.C. Ltd. (“Bristco”), a corporation existing under the laws of British Columbia and wholly-owned by Mark Bristow, a director of the Company. The Amalgamation was approved by the shareholders of the Company (the “Shareholders”) at the Company’s annual and special meeting of Shareholders held on March 2, 2021. The Amalgamation was completed pursuant to the Business Corporations Act (British Columbia), on the terms set out in the acquisition agreement and amalgamation agreement between Rockwell and Bristco, each dated January 15, 2021. Pursuant to the Amalgamation, each outstanding common share of Rockwell (the “Common Shares”), other than Common Shares held by Mark Bristow, were cancelled and exchanged for a redeemable preferred share of the amalgamated corporation on a one-for-one basis and each redeemable preferred share will be redeemed for cash consideration of CAD0.005 per Common Share.
Important dates:
- Last day to trade Common Shares on the JSE in order to be recorded in the SA Branch Register to become entitled to receive payment of the Redemption Amount of CAD0.005 / 05.91645 cents remains : Wednesday, 3 March 2021
- Record date to be recorded in the SA Branch Register in order to be for shareholder To be entitled to receive payment of the Redemption Amount remains : Monday 8 March 2021
- Date on which the Amalgamation became effective : Wednesday 17 March 2021
- Date for payment to the shareholders of the Redemption Amount : Wednesday 24 March 2021
- Date of delisting of Common Shares on the JSE at the commencement of trading, on or about Thursday 25 March 2021
Delisting and Reporting Issuer Status
It is anticipated that the Common Shares will be delisted from the JSE Ltd. (the “JSE”) on or about March 25, 2021. The Company has applied to the Canadian securities regulatory authorities to cease to be a “reporting issuer” under applicable Canadian securities legislation. Once the Company ceases to be a reporting issuer, the Company will no longer be subject to the ongoing continuous disclosure and reporting obligations currently imposed upon the Company as a reporting issuer under such legislation.
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| Closing price data source: JSE Ltd. All other statistics calculated by ProfileData. |
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