First Responder concerned holders to nix Airbeam deal
2021-03-08 03:14 ET - News Release
Mr. Kal Malhi of BullRun reports
CONCERNED SHAREHOLDERS PROVIDE LETTER TO FIRST RESPONDER TECHNOLOGIES INC. AND ITS STAKEHOLDERS
BullRun Capital Inc., together with Milan Malhi, Justin Sangha, Rauni Malhi and Sandip Rai (the concerned shareholders), are the beneficial owners of approximately 39.7 per cent of the issued and outstanding shares of First Responder Technologies Inc. and are providing the following letter to the company and its stakeholders in response to the March 4, 2021, announcement by the company of the proposed transaction with Airbeam Technologies Inc.
The Concerned Shareholders are founders, investors and significant shareholders of First Responder. As stated in the Company news release, the Airbeam transaction is a Fundamental Change pursuant the policies of the Canadian Securities Exchange. As a result, the Airbeam Transaction requires the approval of the shareholders of the Company.
The Concerned Shareholders DO NOT SUPPORT the Terms of the Airbeam transaction and intend to VOTE AGAINST the Airbeam transaction.
The Airbeam transaction, as disclosed in the Company news release states that First Responder will acquire Airbeam on the basis of issuing 9.78 shares of First Responder for each Airbeam share outstanding. This would result in First Responder issuing 679,699,408 First Responder shares to the shareholders of Airbeam. First Responder is comparably valued at 1/10th of the value of Airbeam. As a result, First Responder shareholders would be diluted to approximately 10% ownership in First Responder. Additionally:
The Company news release also states the Robert Delamar will continue as CEO of the resulting entity. Messer Delamar has been responsible as CEO of First Responder for the erosion of the First Responder treasury and corresponding erosion of shareholder value from First Responder's inception to the proposed transaction with Airbeam.
The Airbeam transaction is designed to entrench management and benefit related parties - not the shareholders of First Responder.
The Concerned Shareholders are supportive of First Responder but will vote against the Airbeam transaction on the terms announced by the Company.
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