Business
L-1 Identity Solutions Increases its All-Cash Offer to Acquire ComnetiX Inc.
L-1 Identity Solutions Increases its All-Cash Offer to Acquire ComnetiX Inc..
About this update from Currency Exchange International, Corp.
[{"type":"text","content":"\n\n\n\nComnetiX Board Unanimously Approves Amended Agreement with L-1\n\n\nOAKVILLE, ON, Jan. 10 /CNW/ - ComnetiX Inc. (TSX: CXI) today announced\nthat ComnetiX and L-1 Identity Solutions, Inc. (NYSE: ID) have amended the\nterms of their previously-announced agreement, entered into on November 15,\n2006, for L-1 to acquire all of the outstanding shares of ComnetiX.\n\n\nUnder the amended agreement, which was executed as of January 9, 2007, \nL-1 will pay ComnetiX shareholders US$1.05 per share in cash for all of the\nissued and outstanding shares of ComnetiX, for a total purchase price of\napproximately US$16.0 million. The previous purchase price was US$0.82 per\nshare. The revised purchase price from L-1 reflects a premium of more than\n100 % over the price of ComnetiX's shares prior to the initial announcement of\n L-1's offer in November 2006. The acquisition will remain structured as an\narrangement under the Canada Business Corporations Act.\n\n\nThe Board of Directors of ComnetiX has confirmed its unanimous approval\nof the revised arrangement and its determination that the revised arrangement\nis fair to, and in the best interests of, ComnetiX, its shareholders and\nwarrantholders. The Board of Directors of ComnetiX unanimously recommends that\nComnetiX's shareholders and warrantholders vote FOR the special resolution\napproving the arrangement, as revised.\n\n\nL-1 and ComnetiX also agreed to three technical changes to the proposed\narrangement. First, the date by which the arrangement must be completed has\nbeen extended to March 29, 2007. Second, the maximum amount payable by\nComnetiX to holders of in-the-money stock options has been increased from \nUS$160,000 to US$285,000. Third, the amount of cash that ComnetiX must deliver\nat the closing of the transaction has been reduced to US$1,025,000, to reflect\nan increase in payments by ComnetiX to holders of in-the-money stock options\nand in the expenses of the transaction.\n\n\nComnetiX will mail an amendment to its management information circular to\nsecurity holders who are entitled to vote at the annual and special meeting.\nThe amendment to the circular will describe the changes to the arrangement\nreferenced in this press release and will be accompanied by letters from\nComnetiX and L-1. All other terms of the arrangement, as described by ComnetiX\nin its manag...