TORONTO, March 26, 2015 /CNW/ - Wheels Group Inc.
("Wheels") (TSXV: WGI) is pleased to announce
that, at its special meeting of shareholders held today (the
"Meeting"), holders of common shares of Wheels approved the
arrangement (the "Arrangement") with Radiant Logistics, Inc.
("Radiant") (NYSE MKT: RLGT) and its wholly-owned
subsidiary, Radiant Global Logistics Ltd. (formerly Radiant Global
Logistics ULC) (the "Purchaser") previously announced by
Wheels in their press release dated January 20, 2015.
Pursuant to the Arrangement, the Purchaser has agreed, subject
to the terms and conditions of the arrangement agreement dated
January 20, 2015 among Wheels,
Radiant and the Purchaser (the "Arrangement Agreement"), to
acquire all of the outstanding common shares of Wheels by way of
the Arrangement.
The Arrangement was approved by approximately 100% of the votes
cast at the Meeting. In addition, the Arrangement was approved by
approximately 100% of the votes cast at the Meeting excluding the
votes cast by "interested parties" as required pursuant to
Multilateral Instrumental 61-101 – Protection of Minority
Security Holders in Special Transactions.
Wheels expects to apply for final court approval of the
Arrangement on March 31, 2015.
Subject to obtaining the final court approval and the remaining
conditions to closing being satisfied, it is anticipated that the
closing of the Arrangement will occur on or about April 2, 2015.
Further information about the Arrangement is set out in the
Wheels' management information circular dated February 24, 2015 which can be accessed online
under Wheels' issuer profile on SEDAR at www.sedar.com.
About Wheels Group Inc.
Founded in 1988, Wheels is a leading North American third party
supply chain logistics ("3PL") provider. As a non-asset
provider, Wheels develops advanced supply chain solutions delivered
through its qualified partner network of over 6,000 truck, rail,
air and ocean carriers. Wheels serves consumer goods, food and
beverage, manufacturing and retail clients through 18 offices
throughout the United States and
Canada. Wheels has been named one
of Canada's Best Managed Companies
since 1997, Platinum since 2003, one of North America's Top 100 3PL Companies and one
of the Top 100 Food 3PLs.
About Radiant Logistics, Inc.
Radiant (www.radiantdelivers.com) is a non-asset based
transportation and logistics company providing domestic and
international freight forwarding services and an expanding array of
value-added solutions, including customs and property brokerage,
order fulfillment, inventory management and warehousing. Radiant
operates through a network of company-owned and independent agent
offices across North America under
the Radiant, Airgroup, Adcom, DBA and On Time network brands
servicing a diversified account base, including manufacturers,
distributors and retailers using a network of independent carriers
and international agents positioned strategically around the
world.
Forward-Looking Information
This press release contains forward-looking statements
(including "forward-looking information" within the meaning of
applicable Canadian securities legislation and "forward-looking
statements" within the meaning of the US Private Securities
Litigation Reform Act of 1995). There is the transactional risk
that the Arrangement may not close due to one or more conditions in
the Arrangement Agreement not being satisfied or the Arrangement
Agreement otherwise being terminated. A copy of the Arrangement
Agreement is available on www.sedar.com.
None of the common shares of Radiant to be issued by Radiant
pursuant to the Arrangement Agreement have been or will be
registered under the United States Securities Act of 1933, as
amended (the "U.S. Securities Act"), or any state securities laws,
and any securities issued in the Arrangement are anticipated to be
issued in reliance upon the exemptions from such registration
requirements pursuant to Section 3(a)(10) of the U.S.
Securities Act and applicable exemptions under state securities
laws. This press release does not constitute an offer to sell or
the solicitation of an offer to buy any securities.
Neither the TSX Venture Exchange, nor its Regulation Services
Provider accepts responsibility for the adequacy or accuracy of
this release.
SOURCE Wheels Group Inc.