Global Railway Industries Ltd. Receives Claim for Indemnification from Purchaser of CAD Railway Industries Ltd.
September 23 2012 - 1:28AM
PR Newswire (Canada)
Stock Symbol: GBI.H Listing: NEX Outstanding Shares: 15.3 Million
Web Site: www.globalrailway.com LACHINE, QUEBEC, Sept. 26, 2012
/CNW/ - Global Railway Industries Ltd. (GBI.H:NEX): Global
Railway Industries Ltd. ("Global") announced today that it has
received notice from the purchaser of Global's former subsidiary,
CAD Railway Industries Ltd. ("CADRI") of claims for indemnification
under the share purchase agreement entered into in respect of the
sale of CADRI in September 2011. The aggregate amount of the
indemnification claims asserted by the purchaser is approximately
$640,000, which exceeds the $250,000 provision for anticipated
indemnification claims that Global had taken in its financial
statements for the first and second quarters of 2012. Global
has requested additional information from the purchaser and is in
the process of assessing the claims. Although Global intends, where
appropriate, to contest the validity or amount of the claims, there
can be no assurance at this time that Global will not ultimately be
held to be contractually responsible for the full amount of the
indemnity claims. On closing of the CADRI sale, the purchaser paid
$1,000,000 of the purchase price into an escrow account to secure
payment of Global's indemnification obligations. Under the
terms of the share purchase agreement, the purchaser had one year
from the closing date of the CADRI sale to notify Global of any
claims for indemnification. The claims described above are
the only claims asserted by the purchaser prior to the first
anniversary of the closing date and, accordingly, Global's maximum
liability to the purchaser under the indemnification provisions of
the share purchase agreement is now limited to approximately
$640,000. This amount has been retained in the escrow account
pending resolution of the claim. The balance of the funds in
the escrow account of approximately $360,000 have been released to
Global. Forward-Looking Statements: This press release
contains forward-looking information pertaining to the resolution
of indemnity claims asserted against Global. The amount, if
any, of funds available for distribution to shareholders, the
timing of any future distributions, the amount Global will be
obligated to pay under indemnification claims and the timing of the
resolution of such claims are subject to substantial known and
unknown risks and uncertainties, many of which are beyond Global's
control. Should one or more of these risks or uncertainties
materialize, or should assumptions underlying the forward-looking
information prove incorrect, actual results could vary materially
from those expressed or implied by the forward-looking
information. Accordingly, you should not place undue reliance
on these forward-looking statements. A description of risk
factors that may cause actual results to differ materially from
forward-looking information can be found under the caption
"Business Risks" in Global's management discussion and analysis for
the three and six months ended June 30, 2012, which has been filed
on the SEDAR website at www.sedar.com. Any forward-looking
statements are made as of the date of this release and, other than
as required by applicable securities laws, Global does not assume
any obligation to update or revise them to reflect new events or
circumstances. About Global Railway Industries: Global
Railway Industries Ltd. is a public company whose shares are listed
for trading on the NEX Board of the TSX Venture Exchange under the
symbol "GBI.H". Neither TSX Venture Exchange nor its Regulation
Services Provider (as that term is defined in policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release. Global Railway Industries Ltd. CONTACT:
Phone: 514 634-6224Fax: 514 634-3932Fausto Levy, Acting President
and Chief Executive OfficerE-mail: flevy@cadrail.caRoss Corcoran,
Vice President & CFOE-mail: rcorcoran@cadrail.ca
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