Strategic Purchaser Enters Into Letter of Intent with Lakeside to Offer to Acquire all Common Shares of Lakeside
December 19 2011 - 5:23AM
PR Newswire (Canada)
WELLAND, ON, Dec. 20, 2011 /CNW/ - Lakeside Steel Inc. ("Lakeside
Steel" or the "Company") today announced that it has executed a
non-binding letter of intent with a strategic purchaser
("Purchaser") regarding an offer to acquire all of the Company's
common shares at $0.40 cash per common share. The proposed offer is
subject to certain conditions including the completion of due
diligence by no later than January 9, 2012, the execution of a
definitive agreement between the Company and the Purchaser as well
as the execution of lock-up agreements with directors of the
Company, Jaguar Financial Corporation and certain other significant
shareholders to support the acquisition. The definitive agreement
will contain provisions customary for a transaction such as the
proposed offer, however, there is no assurance that a definitive
agreement will be executed by the parties or that the proposed
offer will be made to shareholders or on what terms. The Company
has agreed to provide the Purchaser with an exclusivity period
until January 9, 2012, in order to complete due diligence and to
enter into a definitive agreement during which period the Company
will not solicit or respond to competing offers. In light of the
executed letter of intent, the Company has determined to not
proceed at this time with both the $22.5M loan with Romspen
Investment Corporation and the associated $7.5M private placement
financing led by Northern Securities Inc. which was announced by
the Company on November 30, 2011. The Company anticipates issuing a
press release with additional details on or about January 9, 2012.
About Lakeside Steel Inc. Lakeside Steel is a 2011 TSX Venture
Exchange 50 company and the parent company of Lakeside Steel
Corporation, Lakeside Steel Alabama Inc. and Lakeside Steel Texas
Inc. Lakeside Steel has operating facilities located in Welland,
Ontario, and Corpus Christi, Texas, and three facilities currently
being constructed in Thomasville, Alabama. Lakeside Steel is a
diversified steel pipe and tubing manufacturer with a focus on
manufacturing and upgrading Oil Country Tubular Goods. Lakeside
Steel's list of customers includes large oil and gas end users as
well as distributors across North America. Lakeside Steel Alabama
will be a diversified steel pipe manufacturer with end-finishing
and heat treat capabilities strategically situated in the southern
United States on successful completion of construction of the new
facilities in Thomasville, Alabama. Construction of the Alabama
facilities is currently underway. This press release may contain
forward-looking statements with respect to the Company, its
operations, strategy, financial performance and condition. These
statements generally can be identified by use of forward looking
words such as "may", "will", "expect", "estimate", "anticipate",
intends", "believe" or "continue" or the negative thereof or
similar variations. The actual results and performance of the
Company discussed herein could differ materially from those
expressed or implied by such statements. Such statements are
qualified in their entirety by the inherent risks and uncertainties
surrounding future expectations. Important factors that could cause
actual results to differ materially from expectations include,
among other things, general economic and market factors,
competition, changes in government regulations and the factors
described under "Risk Factors" in the Management's Discussion, and
Analysis, Annual Information Form and Filing Statement of the
Company which are available at www.sedar.com. The cautionary
statements qualify all forward-looking statements attributable to
the Company and persons acting on their behalf. Unless otherwise
stated, all forward-looking statements speak only as of the date of
this press release and the Company has no obligation to update such
statements. Neither 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. Lakeside Steel was recognized as a TSX
Venture 50® company in 2010 and 2011. TSX Venture 50 is a
trade-mark of TSX Inc. and is used under license. Lakeside Steel
Inc. CONTACT: Vic Alboini Ron Bedard Chairman and Chief Executive
President and Chief Operating OfficerOfficer Lakeside Steel
Inc.Lakeside Steel Inc. FAX: (905)735-9069FAX: (416)644-0271
e-mail: ron.bedard@lakesidesteelcorp.cae-mail:
valboini@northernsi.com
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