TORONTO, ONTARIO -- (Marketwired) -- 06/20/13 -- Active Control Technology Inc. (TSX VENTURE: ACT) ("Active" or the "Corporation"), a leading provider in the design, manufacture and marketing of both wireless and fiber network solutions for mine communications, the design and integration of wireless battery equipped mobile platforms and the commercial security and access control industries, wishes to provide shareholders with notice that it is proposing to eliminate shareholders currently holding less than 100 common shares by paying them the cash value of those shares. The share reorganization transaction is subject to shareholder approval. The details of the transaction will be set out in the Management Information Circular dated June 19, 2013 for the shareholder meeting to be held on July 30, 2013.
The Corporation is undertaking this transaction to reduce the number of shareholders who hold less than 100 shares. There are approximately 836 such shareholders, with over 60% of them holding 25 or less common shares. In total, these shares are currently worth under $1000 - an amount less than the approximately $6,000 a year it costs to service these accounts.
If shareholder approval is obtained, these shareholders will cease to be shareholders as a result of the Corporation effecting a 100 to 1 consolidation and then, immediately after the completion of the consolidation, a 1 to 100 split. Any shareholder holding less than one share following the consolidation will have that fractional share purchased by the Corporation for cash. Shareholders owning fewer than 100 shares should contact their financial advisor on their rights and obligations with respect to the proposed consolidation and split. Only shareholders holding less than 100 shares are affected by this transaction. There will be no change of name of the Corporation as a result of the transaction. The current issued and outstanding capital of the Corporation is 17,504,542 common shares. Immediately following the transaction there will be approximately 17,479,592 common shares issued and outstanding.
If you are a shareholder of the Corporation and hold at least 100 shares in a brokerage account, these transactions will have no effect on your share position and you do not need to take any action. If you are a registered holder holding at least 100 shares, you should send in your share certificate with the completed Letter of Transmittal to Equity Financial Trust Company, as set out in the Letter of Transmittal. You will receive a new share certificate for exactly the same number of shares that you currently hold. The new share certificate will reflect the revised CUSIP number for the Corporation but will not otherwise change the rights of those registered shareholders.
There will be no change in the trading symbol as a result of this event. As this event will occur over a weekend, the post-consolidated shares will not trade.
If you would like further information, please contact the Corporation's corporate counsel, William R. Johnstone of Gardiner Roberts LLP, at 416-865-6605 or email@example.com.
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