Confirmation of BV! Media Shareholder Meeting to be held on September 29, 2010
September 21 2010 - 8:00AM
PR Newswire (Canada)
MONTREAL, Sept. 21 /CNW/ -- MONTREAL, Sept. 21 /CNW Telbec/ - BV!
Media Inc. confirms that the shareholder meeting called to approve
the amalgamation involving BV! Media and a wholly-owned subsidiary
of Rogers Media Inc. will be held as planned on September 29, 2010.
BV! Media acknowledges receipt of a letter and press release from a
group purporting to represent shareholders of BV! Media requesting
a 60-day delay of the shareholder meeting slated for September 29,
2010. At that meeting, shareholders will be asked to consider and
approve, among other things, the amalgamation of BV! Media with a
wholly-owned subsidiary of Rogers Media Inc. For the Amalgamation
Resolution to be approved, it must be passed by at least 66⅔% of
the votes cast on the Amalgamation Resolution by BV! Media
shareholders. As previously announced, shareholders holding in the
aggregate approximately 76% of the outstanding shares of BV! Media
on a fully diluted basis have irrevocably agreed to vote their
shares in support of the amalgamation. Favourable proxies for such
shares have already been tendered in anticipation of the meeting.
The Information Circular dated August 31, 2010 details the
background which led to the August 6 announcement of BV! Media's
proposed transaction with Rogers Media. The August 6 announcement
is the result of a thorough process which occurred over an
eight-month period and which was overseen and reviewed by a Special
Committee of the Board created last June. The price of $0.40 per
share was negotiated at arms' length between Rogers Media and
certain shareholders holding 76% of the shares of BV! Media on a
fully diluted basis. This price represents a premium of
approximately 100% of the volume-weighted average trading price of
the shares for the 20-trading days prior to the announcement of the
transaction and was determined by National Bank Financial Inc.,
financial advisor to the special committee of the Board, to be
fair, from a financial point of view, to the shareholders of BV!
Media. As such, we consider that BV! Media and its Board have
fulfilled their statutory and fiduciary duties and obligations. The
terms of the amalgamation have received the unanimous favourable
recommendation of the special committee of independent directors of
BV! Media relying, in part, as disclosed in the Information
Circular, on the fairness opinion of National Bank Financial Inc.
About BV! Media Inc. BV! Media is a leading Canadian Internet
advertising network, representing exclusively over 400 top-tier
publishers with a combined reach of over 15 million unique visitors
per month in Canada, and the publisher of the BRANCHEZ-VOUS! news
and information portal. BV! Media is listed on the TSX Venture
exchange under the symbol BVM and has approximately 60.5 million
shares outstanding. Additional information on the Corporation can
be obtained on SEDAR and at www.bvmedia.ca Neither the TSX Venture
Exchange nor its Regulation Services Provider (as that term is
defined in the policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release. p
align="justify"uMedia/u:br/Patrick Pierra, President, Content and
co-Chief Executive Officerbr/514.337.9065 ext. 249br/a
href="mailto:ppierra@bvmedia.ca"ppierra@bvmedia.ca/a/p p
align="justify"uAnalysts and investors/u:br/Tom Vorias, Chief
Financial Officerbr/514.337.9065 ext. 223br/a
href="mailto:tvorias@bvmedia.ca"tvorias@bvmedia.ca/a/p
Copyright
BV Media (TSXV:BVM)
Historical Stock Chart
From Jun 2024 to Jul 2024
BV Media (TSXV:BVM)
Historical Stock Chart
From Jul 2023 to Jul 2024