AlarmForce Industries Inc. (TSX: AF) has entered into a definitive agreement to be acquired by BCE Inc. (TSX/NYSE: BCE) for $16.00 per share in cash or, at the election of each shareholder, BCE shares (subject to proration), implying an aggregate fully-diluted equity value for AlarmForce of approximately $184 million.
The purchase price represents a 71% premium to AlarmForce’s closing share price of $9.34 on November 6, 2017 and a 70% premium to the 20‐day volume weighted average price for the period ending November 6, 2017.
Investmentaktiengesellschaft für langfristige Investoren TGV (2,736,504 shares or 23.72%), EdgePoint Investment Group Inc. (2,125,418 shares or 18.42%), George Christopoulos (1,637,358 shares or 14.19%), Burgundy Asset Management Ltd. (1,413,841 shares or 12.25%) and certain other shareholders, directors and executive officers who together hold in aggregate approximately 8.5 million of the fully-diluted shares or approximately 71.7% of the fully-diluted shares of AlarmForce, have entered into voting support agreements with BCE.
National Bank Financial and Imperial Capital have been engaged by AlarmForce as their financial advisors. Bennett Jones LLP and Wildeboer Dellelce LLP are acting as legal advisors to AlarmForce and the Special Committee, respectively.
“This is an excellent transaction for AlarmForce shareholders,” said Lee Matheson, the Chairman of the Board and Special Committee. “It provides shareholders a significant premium and certainty of value as well as liquidity. BCE shares our vision for the Company going forward and I have no doubt that they will drive future growth while continuing to enhance the quality and breadth of our service offering to our existing subscriber base.”
“This transaction validates the hard work that all of our employees have done over the past couple of years to position AlarmForce for future success. In addition, our subscribers can expect to benefit from the breadth of the Bell customer offering across many bundled services.” said Graham Badun, President and Chief Executive Officer of AlarmForce.
photo credit: AlarmForce
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