|By Marketwired .||
|December 6, 2013 05:14 PM EST||
MONCTON, NEW BRUNSWICK -- (Marketwired) -- 12/06/13 -- Excellium Inc. (TSX VENTURE: XLM) (the "Corporation" or "Excellium"), a Tier II issuer listed on the TSX Venture Exchange (the "Exchange"), announces that it has received leave from the Commercial Chamber of the Superior Court of Quebec to complete the previously announced sale of substantially all of certain assets relating to its electronic security division (the "Security Division"), which constitute substantially all of Excellium's assets, to Site Integration Plus Inc. ("SIP"). Closing of the sale of the Security Division to SIP is expected to take place in the coming days.
The purchase price payable by SIP is equivalent to the sum of $454,000 and the value of the Security Division's inventory as of closing (which is estimated at $60,000) (collectively, the Purchase Price), as well as the value of the Security Division's accounts receivable as of closing actually collected by the Purchaser within the 12-month period following closing, less a 5% collection fee (the Accounts Receivable Value). The Purchase Price will be payable at closing, subject to a holdback of approximately $41,000 (the Holdback Amount), and the Accounts Receivable Value will be payable as the relevant accounts receivable are collected. The Holdback Amount will be released in favour of the Corporation 12 months after the closing, subject to any indemnification obligations which may be owing in favour of SIP pursuant to the terms of the asset purchase agreement.
The sale of the Security Division to SIP is further to and consistent with the strategic review process announced by Excellium on August 29, 2013, which was undertaken to maximize value for shareholders and other stakeholders of Excellium, and has resulted from a competitive bid solicitation process overseen by the Corporation's board of directors with the assistance of Raymond Chabot Grant Thornton. Excellium continues to own and operate its remaining business unit, the Electronic Identification division, and will continue to explore strategic alternatives and restructuring options in that regard, which may include a privatization or the entering into of strategic partnerships or business combinations.
There can be no assurance that such exploration of strategic alternatives will result in a transaction being pursued, entered into or consummated. Excellium does not intend to discuss or disclose developments with respect to this process until its board of directors has approved a definitive course of action.
Excellium intends to submit a proposal to its creditors in due course and will make further announcements in that regard at the appropriate time.
Excellium is a security company specialized in biometrics identity systems and proactive security management and in the integration of security products for the institutional and industrial markets. Excellium is active in two distinct but complementary lines of business: electronic security, which includes security management, access control and video surveillance, and electronic identification, comprising background checks and biometric identification. Excellium's common shares are listed on the Exchange under the trading symbol "XLM" and its continuous disclosure filings are available on SEDAR at www.sedar.com. For further information about Excellium, please visit its website at www.excellium.ca.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Vice President, Administration and Acting CFO