Shareholder Approval of Arrangement With Daseke, Inc. CALGARY, Alberta, May 30, 2018 (GLOBE NEWSWIRE) -- Aveda Transportation and Energy Services Inc. ("Aveda" or the "Company") (AVE.V), is pleased to announce that it obtained shareholder approval at the special meeting of Aveda shareholders (the "Meeting") held today for the previously announced business combination pursuant to which Daseke, Inc. ("Daseke") will acquire all of the issued and outstanding common shares in the capital of Aveda ("Aveda Shares") by way of a plan of arrangement (the "Arrangement") as more particularly described in Aveda's information circular dated May 2, 2018 ("Information Circular") available under Aveda's profile on SEDAR at www.sedar.com.
The Arrangement was approved by 99.98% of the votes cast by Aveda shareholders present in person or represented by proxy at the Meeting, representing 53.41% of all issued and outstanding Aveda Shares. The Arrangement was also approved by 99.98% of the votes cast by disinterested shareholders of Aveda, excluding votes cast by such holders of Aveda Shares who are entitled to receive, directly or indirectly, a "collateral benefit" and whose votes are required to be excluded under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions.
Completion of the Arrangement remains conditional on final approval by the Alberta Court of Queen's Bench and certain other closing conditions customary for transactions of this nature. Subject to obtaining such court approval and the satisfaction or waiver of all other closing conditions, it is anticipated that the Arrangement will be completed on or about June 6, 2018 (the "Effective Date").
Payment of the Share Consideration (as defined in the Information Circular) and/or the Cash Consideration (as defined in the Information Circular) to former holders of Aveda Shares is expected to be made by Computershare Investor Services Inc. within 5-10 days following the Effective Date.
In addition, holders of Aveda Shares of record as at the Effective Date may be entitled to receive an additional cash payment approximately 14 months following the Effective Date (the "Earnout"). Please refer to the Information Circular for details regarding the circumstances in which the Earnout is payable, the amount of the potential Earnout and the risk factors relating thereto.
Voluntary Trading Halt and De-Listing
In order to allow all trades to settle prior to the effective date of the Arrangement, Aveda expects to voluntarily halt trading of the Aveda Shares after close of market trading on Friday, June 1, 2018, with delisting of the Aveda Shares from the TSX Venture Exchange expected to occur following completion of the Arrangement.