Finning Acquires Interest in Maxim Power CorpFinning Acquires Interest in Maxim Power Corp.
4/22/02
FINNING INTERNATIONAL INC ("FTT-T;FINGF-L0") MAXIM POWER CORP ("MXG-V;MXPWF-0") - Finning Acquires Interest in Maxim Power Corp.
Finning International Inc. ("Finning") has entered into an agreement (the "Subscription Agreement") dated as of April 15, 2002 with Maxim Power Corp. ("Maxim"). Under the terms of the Subscription Agreement, Finning has agreed, subject to completion of all conditions precedent (including receipt of necessary shareholder and regulatory approvals), to purchase a total of 50,000,000 units of Maxim for a total purchase price of $15,000,000. Each unit consists of one common share and one common share purchase warrant. Each warrant will entitle Finning to purchase an additional share at the price of $0.60 for a period of two years. Finning understands that Maxim is concurrently offering a total of 12,000,000 units to other investors on the same terms. Closing is expected to be completed within 30 days provided all conditions have been satisfied.
Finning does not currently own any common shares of Maxim. After completion of this offering (including the issuance of the 12,000,000 units issuable to other investors) Finning will hold a total of approximately 35% of the issued and outstanding common shares of Maxim. If Finning were to exercise all warrants issued to it by Maxim, and assuming all other options and warrants which will be outstanding immediately after closing of this transaction were also exercised, Finning would own approximately 45% of the then outstanding common shares.
Under the Subscription Agreement, it is a condition of closing of that Maxim and Finning enter into a strategic alliance agreement (the "Strategic Alliance Agreement"). The Strategic Alliance Agreement will provide Finning with, among other things, the right to appoint one nominee to the board of Maxim for so long as it holds more than 20% of the issued and outstanding shares of Maxim.
Finning has acquired the securities of Maxim described above for investment purposes only. Subject to compliance with applicable securities laws and depending on economic or market conditions, Finning may, in the future, acquire or dispose of securities of Maxim. There are no parties acting jointly or in concert with Finning in connection with the acquisition of securities of Maxim.
Maxim provides innovative distributed power solutions in domestic and international energy markets. Maxim currently owns and operates 55 MW of generating capacity in Canada, Europe and Asia. The head office for Maxim (www.maximpowercorp.com) is located in Calgary, Alberta and its common shares trade on the Canadian Venture Exchange (symbol MXG).
Finning sells, rents, finances and provides customer support services for Caterpillar equipment and engines, and complimentary equipment, in Western Canada, the U.K. and Chile. Finning's head office is located in Vancouver, British Columbia. Finning (www.finning.com) is a widely held, publicly traded corporation listed on the Toronto Stock Exchange (symbol FTT). TEL: (604) 331-4937 Finning International Inc. FAX: (604) 331-4899 Anthony Guglielmin, Vice President and Corporate
Treasurer Email: aguglielmin@finning.ca Internet: www.finning.com
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