AFS Acquisition Co. Inc. Acquires Additional 8.82% of Alternative Fuel Systems (2004) Inc.; Plans Compulsory Acquisition of Rema
31 Mayo 2011 - 8:00PM
Fuel Systems Solutions, Inc. ("
Fuel Systems")
(Nasdaq:FSYS) and Alternative Fuel Systems (2004) Inc.
("
AFS") (TSX-V:AFX) today announced that AFS
Acquisition Co. Inc. (the "
Offeror"), a
wholly-owned indirect subsidiary of Fuel Systems, took up and
accepted for payment an additional 1,661,507 common shares of AFS
("
AFS Shares"), representing approximately 8.82%
of the outstanding AFS Shares on a fully-diluted basis, pursuant to
its previously announced offer to acquire all of the outstanding
AFS Shares, including all AFS Shares that may be issued on the
exercise of options granted under AFS's stock option plan, at a
price of Cdn.$0.50 in cash per AFS Share by way of a formal
take-over bid (the "
Offer").
The AFS Shares taken up today are in addition to the 15,704,867
AFS Shares acquired by the Offeror under the Offer on May 17, 2011.
The Offeror will, upon payment for the AFS Shares taken up today,
own approximately 92.15% of the outstanding AFS Shares on a
fully-diluted basis. The Offer has now expired and the Offeror
intends to commence a compulsory acquisition under the Business
Corporations Act (Alberta) for the remaining AFS Shares on or about
June 1, 2011.
The purpose of the Offer was to enable the Offeror to acquire
(and its direct and indirect parents, IMPCO Technologies, Inc.
("IMPCO") and Fuel Systems, respectively, to
indirectly acquire through the Offeror) all of the outstanding AFS
Shares. In connection with the commencement of the compulsory
acquisition, the Offeror intends to cause AFS to apply for the
delisting of the AFS Shares from the TSX Venture Exchange (the
"TSXV") and to cease being a reporting issuer
under Canadian securities laws.
About Fuel Systems
Fuel Systems (Nasdaq:FSYS) is a leading designer, manufacturer
and supplier of proven, cost-effective alternative fuel components
and systems for use in transportation and industrial applications.
Fuel Systems' components and systems control the pressure and flow
of gaseous alternative fuels, such as propane and natural gas, used
in internal combustion engines. These components and systems
feature the company's advanced fuel system technologies, which
improve efficiency, enhance power output and reduce emissions by
electronically sensing and regulating the proper proportion of fuel
and air required by the internal combustion engine. In addition to
the components and systems, Fuel Systems provides engineering and
systems integration services to address unique customer
requirements for performance, durability and configuration. Fuel
Systems is composed of two operating subsidiaries: IMPCO and BRC.
IMPCO is a leader in the heavy duty, industrial, power generation
and stationary engines sectors and recently established a U.S.
Automotive division. BRC is a leader in the light duty and
automobile alternative fuel sectors and has established alliances
with several major automobile manufacturers for OEM projects.
Additional information is available at
www.fuelsystemssolutions.com.
About AFS
AFS, based in Calgary, Canada, is a leading developer and
manufacturer of natural gas vehicle engine controllers and
associated components. The AFS Shares trade on the TSXV under
the symbol "AFX". Additional information is available at
www.afsglobal.com.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts any responsibility for the adequacy or
accuracy of this release.
For further information contact:
Alternative Fuel Systems (2004)
Inc. |
Jim Perry, President and CEO |
Phone: (403) 262-1833 |
E-mail: jperry@afsglobal.com |
|
Fuel Systems Solutions, Inc. |
Matthew Beale, Co-President |
(646) 502-7170 |
|
Fuel Systems Solutions, Inc. Investor
Relations Contacts: |
Lippert / Heilshorn & Associates |
Carolyn M. Capaccio |
ccapaccio@lhai.com |
Cathy Mattison |
cmattison@lhai.com |
(415) 433-3777 |
For questions about the Offer or to obtain copies of the Offer
documents contact:
RBC Capital Markets, the Dealer Manager for
the Offer |
Toll Free: 1-866-213-7843 |
|
Computershare Investor Services Inc., the
Depositary for the Offer |
Toll Free (North America):
1-800-564-6253 |
E-Mail:
corporateactions@computershare.com |
For copies of the early warning report to be filed by the
Offeror contact:
Matthew Beale, Chief Executive Officer of the
Offeror |
(646) 502-7170 |
The mailing address of the Offeror is 780 3rd Avenue, 25th
Floor, New York, NY 10017, c/o Fuel Systems Solutions, Inc.
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