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TransForce commences friendly, Board-approved take-over bid to acquire Contrans Group Inc.

All amounts expressed in CAD$ MONTREAL AND WOODSTOCK, ON , Aug. 12, 2014 /CNW Te...

articleTfi International Inc.August 12, 20144/company/tfi-international-inc/news/transforce-commences-friendly-board-approved-take-over-bid-to-acquire-contrans-group-inc
TransForce commences friendly, Board-approved take-over bid to acquire Contrans Group Inc.

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[{"type":"text","content":"\n\n\nAll amounts expressed in CAD$\n\n\nMONTREAL AND WOODSTOCK, ON, Aug. 12, 2014 /CNW Telbec/ - TransForce Inc.\n (TSX: TFI) (OTCQX: TFIFF), a North American leader in the\n transportation and logistics industry, and Contrans Group Inc. (TSX:\n CSS), a diverse provider of specialized transportation services, today\n announced that TransForce, through its indirect, wholly-owned\n subsidiary 2420785 Ontario Inc., has commenced its previously-announced\n offer to acquire, for $14.60 in cash per share, all of the issued and\n outstanding Class A subordinate voting shares and Class B multiple\n voting shares of Contrans by way of a friendly, Board-approved\n take-over bid (the \"Offer\") by mailing the Offer and TransForce's\n take-over bid circular to Contrans shareholders.  Contrans' directors'\n circular recommending that Contrans shareholders accept the Offer was\n mailed concurrently.\n\n\nAs previously announced, the Support Agreement entered into by\n TransForce and Contrans on July 24, 2014 provides that if all\n conditions of the Offer have been satisfied or are waived by\n TransForce, Contrans will declare a special dividend of $0.40 per share\n in respect of the recent sale of its Waste Transportation segment.  The\n special dividend will be paid to Contrans shareholders of record\n immediately prior to TransForce paying for tendered shares under the\n Offer.  As a result, if the special dividend is declared as\n contemplated by the Support Agreement, Contrans shareholders, including\n those shareholders who deposit their shares under the Offer, will\n receive the special dividend of $0.40 per share.  The $14.60 per share\n Offer price, together with the special dividend, for a total amount of\n $15.00 per share, represents a premium of approximately 16.7% to the\n volume weighted average trading price of Contrans' Class A shares on\n the Toronto Stock Exchange for the 52 weeks preceding the announcement\n of the Offer on July 24, 2014.\n\n\nTransForce's Offer is open for acceptance until 12:01 a.m. (Toronto\n time) on September 17, 2014, unless extended, and is conditional upon,\n among other things, there being validly deposited or tendered and not\n withdrawn, a number of Contrans shares that represents at least 662/3% of the outstanding Class A sha...

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