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Luxell Board of Directors Recommend Acceptance of Takeover Offer

TORONTO, Jan. 7 /CNW/ - Luxell Technologies Inc. ("Luxell") (TSX:LUX), a leading provider of elec...

articleNewlox Gold Ventures Corp.January 7, 20094/company/newlox-gold-ventures-corp/news/luxell-board-of-directors-recommend-acceptance-of-takeover-offer
Luxell Board of Directors Recommend Acceptance of Takeover Offer

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[{"type":"text","content":"\n\n\n\nTORONTO, Jan. 7 /CNW/ - Luxell Technologies Inc. ("Luxell") (TSX:LUX), a\nleading provider of electronic displays to the defense and aerospace\nindustries, announced today that it has completed its review of an offer to\npurchase all of the issued and outstanding common shares of Luxell (the\n"Offer") from LUX Acquisition Corporation ("LAC").\n\n\nLuxell further announced that its board of directors ("Board") will\nrecommend that shareholders accept the Offer, having unanimously determined\nthat the Offer is fair to the shareholders of Luxell and is in the best\ninterests of Luxell and its shareholders.\n\n\nOn Dec 18th, 2008, the Board received from LAC a letter of intent to\npurchase all of the outstanding shares of Luxell for consideration in the form\nof an unsecured promissory note issued by LAC in the principal amount of\nCDN$0.10 per share taken up under the Offer and due on the third anniversary\nof the closing of the bid (the "Notes").\n\n\nThe Board requested an independent valuation of both the Luxell shares\nand the Notes, and appointed an Independent Committee to consider the results\nof the valuation, to review the bid, and to prepare the directors circular to\nshareholders. The directors circular will provide shareholders of Luxell with\nthe Board's recommendation concerning the insider bid.\n\n\nOn January 2, 2009, the Independent Committee received and reviewed the\nvaluation report from Taylor Leibow LLP, financial advisor to the Independent\nCommittee, accepted it, and issued a positive recommendation to the Board to\nproceed with the Offer by recommending it to the Luxell shareholders.\n\n\nThe Board has reviewed the materials presented and accepted the\nrecommendation of the Independent Committee. The Independent Committee\nconfirmed that it has not received any other offer nor is it aware of any\nother offer being prepared by any other party. Each of the directors of Luxell\nhave also confirmed that they are not aware of any other offer to consider.\n\n\nLAC has advised that an insider bid circular describing the Offer will be\nmailed to the Luxell shareholders by LAC on or about January 16, 2009. In\naddition, Luxell shareholders will be provided a directors circular from\nLuxell providing them the recommendation of Luxell's Board.\n\n\nThe insider ...

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