NEWS
TSX Venture Exchange approves Acquisition of Cypress Pacific by Viridis Energy
March 2, 2010Further to its press releases dated August 24, 2009 and October 5, 2009, Viridis Energy Inc. (the "Company") (TSXV: VRD) is pleased to announce that it has received conditional approval from the TSX Venture Exchange with respect to the Company's acquisition (the "Acquisition") of Cypress Pacific Marketing Inc. ("Cypress"). Pursuant to an agreement dated August 24, 2009, the Company will acquire all of the issued and outstanding shares in the capital of Cypress, in consideration of an aggregate total of 5.6 million common shares of the Company, to be issued at $0.50 per share for an aggregate total value of $2.8 million.
Haywood Securities Inc. has agreed to be a Sponsor of the Company with respect to the Acquisition. Pursuant to a sponsor agreement between Haywood and the Company, the Company will pay a fee of $35,000 (plus applicable taxes), and will reimburse Haywood for its expenses in connection with its sponsorship.
Further information regarding the Company, Cypress, and the Acquisition can be found in the Company's filing statement dated March 1, 2010, which is available on SEDAR at www.sedar.com.
About Cypress Pacific
Cypress Pacific, a private company incorporated in the Province of British Columbia, specializes in the distribution of premium softwood pellets. Wood pellets are one of the new biofuels being adopted by the alternative energy industry. They provide a “green”, environmentally friendly solution for both the domestic and industrial heating markets, and increased energy efficiencies. The global wood pellet industry is forecast to grow to $130.5 billion over the next five years. Canada is currently the world’s second largest exporter of wood pellets.
Cypress ended its 2009 fiscal year with over $6 million in revenue and EBITDA of approximately $650,000.[1] The company's primary business is wood pellet distribution to small and mid-sized hardware stores in the US and Canada. Cypress distributes a high quality softwood pellet under separate brand names, including Okanagan Pellets™, Clean Burn™, Dragon Mountain™, and Surefire™.
The Acquisition
Upon completion of the Acquisition, Cypress will become a wholly-owned operating subisidiary of the Company, and the Company will continue and expand on the current business of Cypress as a Cleantech issuer.
Final approval of the Acquisition is conditional on the Company meeting the requirements of the escrow of 10,561,180 common shares of the Company held among the Company's management, vendor shareholders of Cypress, and other individuals.
Christopher Robertson, chief executive officer of Cypress, will be appointed chief executive officer of the Company. Robert Gardner, the current chief executive officer of the Company, will become the Chairman of the Board of the Company, and will remain the secretary of the Company.
Additionally, Alphonse Placktis has resigned as the Company's chief financial officer effective December 31, 2009, but will serve on the Company's board of directors. Isaac Moss, a director of the Company, has been appointed as the chief financial officer of the Company, effective December 31, 2009.
Geordie Munro, Vice President Sales of Cypress, and Michele Rebiere, Executive Vice President of Marketing of Cypress, will continue to serve in those positions, subject to Exchange approval.
It is anticipated that the Acquisition will close on March 2, 2010. The Company anticipates that the shares of the Company will resume trading two trading days after the issuance of the Exchange's final approval bulletin. The Company anticipates that the Exchange will issue its final approval bulletin upon the Company filing customary closing documents with respect to the Acquisition.
Additional details regarding the Acquisition can be found in the Company's Filing Statement, available at SEDAR online at www.sedar.com.
For further information, please contact Robert Gardner at 604 568 6568 or email [email protected].
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this rel
[1] EBITDA is a non-GAAP measurement.
Email Alert Subscription
Subscribe to receive email alerts when Viridis Energy releases news. Enter your email address below:
