ACT

Active Control Technology Inc. (TSX VENTURE:ACT) ("ACT" or the "Company"), a
leading provider in the design, manufacture and marketing of both wireless and
fiber network solutions for mine communications, and the commercial security and
access control industries, today announced that it has signed a letter of intent
("LOI") to acquire all of the shares of PowerCart Inc. ("PowerCart"), a key
supplier of ACT's Node infrastructure for ActiveMine.


The total purchase price for the PowerCart shares will be satisfied through the
issuance of that number of ACT common shares equal to 50% of current issued and
outstanding capital of ACT. On closing, shareholders of PowerCart will hold 33%
of ACT after giving affect to the transaction. In addition, the vendors will be
granted two seats on ACT's board of directors. At its Annual General and Special
Meeting of Shareholders held on Thursday February 10, 2011, shareholders
approved the right to consolidate the outstanding capital of the Company on the
basis of one (1) post-consolidation common share for up to every twenty (20)
outstanding common shares (the "Consolidation"). The Company will determine the
appropriate Consolidation ratio and consolidate its outstanding capital
immediately before closing the transaction with PowerCart.


PowerCart currently has revenues of $2.5 million and earnings of $240k which
will be immediately accretive to ACT. The new combined entity is expected to be
cash-flow positive with improvements in margins and overheads 




The combination is expected to bring considerable synergies:                

--  Strengthened management team with expertise in contract manufacturing
    and cost optimization 
--  Additional sales team for new business development 
--  Cash and access to additional capital 
--  Immediate improvement in gross margins from integration of a key
    supplier 
--  Strengthened engineering and regulatory talent 
--  Existing locations improve proximity to customers, and 
--  Considerable tax loss carry-forwards to shield earnings. 



"We are thrilled with the synergies that the PowerCart team will bring to ACT"
said Graham Warren, ACT's CEO. Jonathan Emanuel, PowerCart's CEO commented: "by
joining forces, we can fully capitalize on ACT's industry-leading technology and
market position as well as continue to grow PowerCart's strong customer base".


The transaction is subject to customary due diligence, is conditional upon
PowerCart having $700,000 in working capital on closing and is subject
regulatory approvals. The transaction is expected to close within 60 days.


About PowerCart

PowerCart is the original industry founder of mobile power solutions with a
legendary reputation for reliability and on-time delivery with over 30,000 units
sold. PowerCart continues to lead the industry in design and innovation, for
solutions requiring backup and mobile power. PowerCart offers all of its
solutions in the retail, warehousing, courier and mining sectors with a
bumper-to-bumper one year warranty - the best in the industry. PowerCart has
locations in Mississauga, Ontario, Canada, and Medina, Ohio, USA. For more
information, visit www.powercart.com. 


About Active Control Technology

Active Control Technology is involved in the design, manufacture and marketing
of both wireless and fiber network solutions for mine communications, and the
commercial security and access control industries. The Company has two product
lines: ActiveMine(TM), a fully integrated wireless and/or fiber communications
and locating technology for underground coal mines, and ActiveSecure(TM), a
family of wireless products for the access control industry. Located in
Burlington, Ontario, Canada, Active Control Technology trades publicly on the
TSX Venture Exchange under the symbol ACT. For more information, visit
www.activecontrol.com.


Cautionary Note Regarding Forward-Looking Statements: This press release
contains forward-looking statements that involve risks and uncertainties, which
may cause actual results to differ materially from the statements made. When
used in this document, the words "may", "would", "could", "will", "intend",
"plan", "anticipate", "believe", "estimate", "expect" and similar expressions
are intended to identify forward-looking statements. Such statements reflect our
current views with respect to future events and, as such, are subject to risks
and uncertainties. Many factors could cause our actual results to differ
materially from the statements made, including those factors discussed in
filings made by us with the Canadian securities regulatory authorities. Should
one or more of these risks and uncertainties, such as changes in demand for and
prices for the products of the Company or the materials required to produce
those products, labour relations problems, currency and interest rate
fluctuations, increased competition and general economic and market factors,
occur or should assumptions underlying the forward looking statements prove
incorrect, actual results may vary materially from those described herein as
intended, planned, anticipated, or expected. We do not intend and do not assume
any obligation to update these forward-looking statements, except as required by
law. The reader is cautioned not to put undue reliance on such forward-looking
statements.


Get more out of your mine.(TM)

(TSXV:ACT)
Gráfica de Acción Histórica
De May 2024 a Jun 2024

(TSXV:ACT)
Gráfica de Acción Histórica
De Jun 2023 a Jun 2024