Announcement: Saratoga Electronic Solutions Inc.
18 November 2011 - 11:16PM
Marketwired
Saratoga Electronic Solutions Inc. ("Saratoga")(TSX VENTURE:SAR) is
pleased to announce th at, further to its earlier announcements, it
has entered into a definitive share purchase agreement (the
"Purchase Agreement") pursuant to which it has agreed to sell all
of the shares of its wholly-owned subsidiary Car-Tel Distributions
Inc. ("Car-Tel") to 7999291 Canada Inc., a corporat ion controlled
by Luc Charlebois, a shareholder and director of Saratoga and an
officer of Car-Tel (the "Transaction"). Saratoga also announces
that it has mailed its notice of meeting and management information
circular (the "Information Circular") dated November 17, 2011 in
connection with its upcoming annual and special meeting (the
"Meeting") at which the holder s of Saratoga's common shares (the
"Shareholders") will be asked to approve, among oth er matters, the
Transaction. The Meeting is scheduled to be held at 2:00 p.m.
(Eastern time) on December 15, 2011, at Saratoga's head office,
located at 2975 Hochelaga, Montreal, QuebecH1W 1G1.
The Information Circular contains details concerning the
Transaction, the Purchase Agreement, voting at the Meeting and
other related matters. Shareholders are urged to carefully review
the Information Circular and accompanying materials (collectively,
the "Meeting Materials") as they contain important information
regarding the Transaction.
Copies of the Meeting Materials and the Purchase Agreement are
available electronically under Saratoga's profile on the SEDAR
website ( www.sedar.com).
Forward-Looking Statements
This news release contains certain forward-looking statements
concerning, among other matters, Saratoga's proposed sale of
Car-Tel. These statements are based on certain assumptions and
analyses made by Saratoga in light of management's experience and
perception of current conditions and expected future developments,
as well as other factors believed to be appropriate in the
circumstances. However, whether actual results and developments
will conform to expectations, and whether Saratoga is ultimately
successful in consummating the sale of Car-Tel, is subject to a
number of risks, uncertainties and assumptions, including the
ability to obtain the requisite approvals in connection with such
sale, as well as those discussed in Saratoga's Annual Report and
Management's Discussion and Analysis. Consequently, all of the
forward- looking statements in this news release are qualified by
these cautionary statements, and there can be no assurance as to
Saratoga's ability to consummate the sale of Car-Tel or as to
Saratoga's ability to enhance shareholder value through this
process. Moreover, there can be no assurance that the results or
developments anticipated by Saratoga, including as regards its
financial resources, will be realized or, even if substantially
realized, that they will have the expected consequences to or
effects on Saratoga. Saratoga undertakes no obligation and does not
intend to update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise, except
as may be required under applicable law.
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.
Contacts: Mr. Georges Durst President and Chief Executive
Officer Saratoga Electronic Solutions 514-529-0663
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