done dealVancouver, Canada – TIR Systems Ltd. (TSX: TIR, “TIR”) reported that today its securityholders approved the arrangement with a subsidiary of Royal Philips Electronics (NYSE: PHG, AEX: PHI, "PHILIPS") (the “Arrangement”) as previously disclosed in a press release dated March 13, 2007. The Arrangement contemplates Philips acquiring 100% of the outstanding shares of TIR at a price of C$1.60 per share in cash and all of the convertible debentures of TIR to be repaid on the basis of C$1,230.77 per C$1,000 of outstanding principal amount. In addition, holders of outstanding warrants and options to acquire shares of TIR will be entitled to receive the difference between $1.60 and the exercise price for such warrants and options.
Votes cast in favour of the transaction were overwhelmingly in excess of the required approvals under the British Columbia Business Corporations Act and pursuant to the interim order of the Supreme Court of British Columbia granted with respect to the Arrangement. At the meeting, in excess of 95% of each of the common shareholders, optionholders, warrantholders and debentureholders voted in favour of the Arrangement.
Completion of the Arrangement is subject to certain conditions being met as set out in the meeting materials in connection with the Special Meeting.