[b}Interesting move by management, not sure of its significance.
" ("Kontrol" or "Company") today announced its intention to spin-off its wholly owned subsidiary, Efficiency Engineering Inc. ("EEI"), a firm providing engineering services to industrial, municipal and commercial building owners across Canada. EEI provides its customers with detailed energy efficiency analysis, energy audits, management of facility system solutions, electrical and mechanical design, and energy conservation studies.
It is proposed that the spin-out would be effected by way of a plan of arrangement (the "Arrangement") under the provisions of the Business Corporations Act (British Columbia) which would see shareholders of Kontrol receive an aggregate of 20,000,000 shares of EEI pro rata to their holdings of Kontrol as at the record date, and Kontrol would retain 4,000,000 shares of EEI post-Arrangement. Additional information regarding distributions to shareholders will be disclosed by way of circular in the coming weeks.
Following successful completion of the Arrangement, EEI will seek an independent listing of its common shares on the Canadian Securities Exchange (CSE), subject to meeting the requirements of the CSE.
The Arrangement is being undertaken by Kontrol to focus its efforts on its core business of developing its technology and solutions revenues, while seeking to maximize shareholder value of EEI by placing those assets in a separate public company. It is anticipated that the Arrangement will allow investors to more accurately evaluate Kontrol business relative to its peers and allow shareholders to participate in the growth opportunities that may become available through EEI's holding strategy.
Kontrol's board of directors has unanimously approved the arrangement and recommends that Kontrol's shareholders vote in favor of the arrangement at the special meeting of shareholders to be scheduled in the coming months. The Arrangement must be approved by a resolution passed by at least 66?% of the votes cast by the Kontrol shareholders present in person or by proxy at the meeting, as well as by approval of a majority of the minority shareholders in accordance with Multilateral Instrument 61-101. In addition to that approval, completion of the arrangement will be subject to certain customary conditions, including the approval of the BC Superior Court of Justice.
Details of the Arrangement and the meeting will be set out in Kontrol's management information circular that will be mailed to shareholders in respect of the meeting to approve the transaction.
About Efficiency Engineering Inc.
Since 1990, Efficiency Engineering Inc. (EEI) has been working with our clients to provide thorough and cost-effective energy auditing, measurement & verification (M&V), energy project assessment, mechanical, electrical and renewable design, and LEED facilitation. EEI uncovers, design, and manage facility systems solutions, with emphasis on economic feasibility and energy savings."
AI
