Jaguar announces all cash take-over bid for Royal Laser
Tuesday, August 19th 2008
Jaguar Financial Corporation announced its intention to make an all cash offer (the “Offer”) to acquire up to 31,620,495 of the issued common shares (“Shares”) of Royal Laser Corp. (“Royal Laser”) at a cash price of $0.80 per Share which, when taken together with the Shares already owned by Jaguar, constitutes at least 50% of the Shares plus one Share. The Shares trade on the Toronto Stock Exchange under the symbol “RLC”. Jaguar owns 17,823,000 Shares representing approximately 18% of the total issued Shares.
The Offer will represent a premium of approximately 26% to the volume weighted average trading price of the Shares on the TSX for the twenty day period ended August 18, 2008, which was $0.63.
The Offer will be conditional on, among other things, the deposit of that number of Shares which, when taken together with the Shares already owned by Jaguar, constitutes at least 50% of the Shares plus one Share. Jaguar has arranged a credit facility of $25,000,000 which, together with Jaguar’s other available resources, will be relied upon to take up and pay for Shares deposited and not withdrawn under the Offer.
The purpose of the Offer is to acquire control of Royal Laser. If the Offer is completed, Jaguar intends to appoint several nominees of Jaguar to the Royal Laser Board of Directors such that the Jaguar nominees would represent a majority of the Board. Jaguar may, depending on market and other conditions, acquire additional common shares of Royal Laser, through market transactions, private agreement or otherwise, subject to applicable securities laws. Jaguar may, depending on market or other conditions, sell any or all of its common shares of Royal Laser.
Jaguar has requested a shareholders list from Royal Laser and, when received, Jaguar will send the Offer documents to the shareholders of Royal Laser. Jaguar intends to commence the Offer on or about August 29, 2008, at which time the Offer documents are expected to be filed with applicable securities regulatory authorities and copies will be delivered to Royal Laser. Copies of the Offer documents will also be available on SEDAR at www.sedar.com.
Jaguar also owns 22.6% of the common shares of Added Capital Corp. (TSX-V:LS), which wholly owns Lakeside Steel Corporation (“Lakeside”), a diversified steel pipe and tubing manufacturer located in Welland, Ontario. As previously disclosed, Jaguar believes there may be strategic opportunities between Royal Laser and Lakeside, including the possibility of a business combination between the two companies.
