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TransForce Enters into Arrangement Agreement to Acquire Vitran

MONTREAL , Dec. 30, 2013 /CNW Telbec/ - TransForce Inc. (TSX: TFI) (OTCQX: TFIFF), a Nor...

articleTfi International Inc.December 30, 20135/company/tfi-international-inc/news/transforce-enters-into-arrangement-agreement-to-acquire-vitran
TransForce Enters into Arrangement Agreement to Acquire Vitran

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[{"type":"text","content":"\n\n\nMONTREAL, Dec. 30, 2013 /CNW Telbec/ - TransForce Inc. (TSX: TFI)\n (OTCQX: TFIFF), a North American leader in the transportation and\n logistics industry, today announced that it has entered into an\n Arrangement Agreement with Vitran Corporation Inc. (Nasdaq:VTNC)\n (TSX:VTN) pursuant to which an affiliate of TransForce would acquire\n all of the issued and outstanding shares of Vitran not already owned by\n TransForce at a price of USD$6.50 per share in cash.  The total\n transaction, including the assumption of Vitran's outstanding net debt\n of approximately US$29 million at October 31, 2013, is valued at\n approximately US$136 million. The US$6.50 share price represents an\n 11.16% premium to Vitran's closing price on NASDAQ on December 9, 2013,\n the day that Vitran's proposed transaction with Manitoulin Transport\n Inc. was announced, and a 41.38% premium to the closing price on NASDAQ\n on September 20, 2013, the day before the announcement of the sale of\n Vitran's US Less-Than-Truckload (LTL) business.\n\n\nVitran has terminated the agreement that it had entered into with an\n affiliate of Manitoulin Transport on December 9, 2013, which\n contemplated the sale of Vitran at a price of USD$6.00 per share,\n following the decision by Manitoulin Transport to not exercise its\n right to match TransForce's offer of USD$6.50 per share announced on\n December 20, 2013.\n\n\nMr. Alain Bédard, Chairman, President and CEO of TransForce noted: \"We\n are delighted to have reached agreement with Vitran for what represents\n the acquisition of an important strategic asset for TransForce with\n considerable synergistic benefits in the near term and into the\n future.  We are looking forward to leveraging the strengths of both\n companies to enhance our service offering for our customers and\n welcoming the Vitran employees to the TransForce team.\"\n\n\nThe transaction is structured as a Plan of Arrangement under the\n Business Corporations Act (Ontario) (the \"Arrangement\"). The\n Arrangement has been unanimously approved by the board of directors of\n Vitran and is subject to approval by the shareholders of Vitran at a\n special meeting expected to be held in February 2014 (the \"Special\n Meeting\") and final approval of the Ontario Superior Court of Justice\n following the Special Meeting. The Arrangem...

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