News
ATS Files Preliminary Prospectus for Rights Offering and Annual Information Form
CAMBRIDGE, ON, June 26 /CNW/ - ATS Automation Tooling Systems Inc. today announced that it has filed a preliminary short form prospectus in connection with a distribution to its shareholders of rights exercisable to subscribe for common shares of the Company (the ‘‘Rights Offering’‘). The Rights Offering is subject to receipt of all regulatory approvals, including the approval of the Toronto Stock Exchange.
Rights and Subscription Price: Each common shareholder will receive one right for each common share held on the record date. The record date, the expiry date, the subscription price, and the number of rights required to purchase one common share (the ‘‘Basic Subscription Privilege’‘) will be determined prior to the filing of a final short form prospectus. The Company will make a further announcement with respect to these matters at the time of the filing of the final short form prospectus.
Additional Subscription Privilege: Holders of rights who fully exercise their rights under the Basic Subscription Right are entitled to subscribe pro rata for additional common shares, if available, that were not subscribed for initially, on or before the expiry date (the ‘‘Additional Subscription Privilege’‘).
Use of Proceeds: The Company anticipates raising gross proceeds of approximately $110 million pursuant to the Rights Offering. The net proceeds of the Rights Offering will be used to further expand Photowatt France's manufacturing capacity, to procure silicon supplies, to advance Photowatt France's research and development and for general corporate purposes at Photowatt France, as further described in the preliminary short form prospectus and the Company's news release dated June 20, 2007.
Dealer Managers: BMO Capital Markets and UBS Securities Canada Inc. are dealer managers for the Rights Offering.
Standby Purchasers: The Company has entered into a standby purchase agreement with three large ATS shareholders, Goldman Sachs Canada Inc., Goodwood Inc. and Mason Capital Management, LLC. These standby purchasers have agreed to purchase all common shares that are not otherwise subscribed for under the Basic Subscription Privilege and the Additional Subscription Privilege, as further described in the preliminary short form prospectus and the Company's news release dated June 20, 2007.
Annual Information Form
ATS also announced today it has filed its Annual Information Form for the year ended March 31, 2007 on SEDAR at www.sedar.com.
About ATS
ATS Automation Tooling Systems Inc. provides innovative, custom designed, built and installed manufacturing solutions to many of the world's most successful companies. Founded in 1978, ATS uses its industry-leading knowledge and global capabilities to serve the sophisticated automation systems' needs of multinational customers in healthcare, computer/electronics, automotive and consumer products. It also leverages its many years of repetitive manufacturing experience and skills to fulfill the specialized repetitive equipment manufacturing requirements of customers. Through its solar business, ATS participates in the growing solar energy industry and through its precision components business it produces, in high volume, precision components and subassemblies. ATS employs approximately 3,500 people at 24 manufacturing facilities in Canada, the United States, Europe, southeast Asia and China. The Company's shares are traded on the Toronto Stock Exchange under the symbol ATA. Visit the Company's website at www.atsautomation.com.
Notice to Reader
A preliminary prospectus relating to these securities has been filed with securities commissions or similar authorities in each of the provinces of Canada, but has not yet become final for the purpose of a distribution to the public. This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale or any acceptance of an offer to buy these securities in any province of Canada prior to the time a receipt for the final prospectus of other authorization is obtained from the securities commission or similar authority in such province.
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This news release is not an offer of securities for sale in the United States. The securities to be offered in the rights offering described above may not be offered or sold in the United States absent registration under the United States Securities Act of 1933, as amended, or an exemption from registration. Any public offering of securities to be made in the United States will be made by means of a prospectus that may be obtained from ATS and that will contain detailed information about the Company and management, as well as financial statements. Under certain circumstances, ATS may register the proposed offering in the United States.
Forward Looking Statement
This news release relates to ATS's Rights Offering and contains certain statements that constitute forward-looking information within the meaning of applicable securities laws (‘‘forward-looking statements’‘). Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of ATS, or developments in ATS's business or in its industry, to differ materially from the anticipated results, performance, achievements or developments expressed or implied by such forward-looking statements. Forward-looking statements include all disclosure regarding possible events, conditions or results of operations that is based on assumptions about future economic conditions and courses of action. Forward-looking statements may also include, without limitation, any statement relating to future events, conditions or circumstances. ATS cautions you not to place undue reliance upon any such forward-looking statements, which speak only as of the date they are made. Forward-looking statements relate to, among other things: filing of a final short form prospectus in respect of the Rights Offering; determination of terms of the Rights Offering; completion of the Rights Offering; and use of proceeds of the Rights Offering. The risks and uncertainties that may affect forward-looking statements include, among others; general market performance; foreign currency and exchange risk; strength of the Canadian dollar and the challenges this presents; performance of the market sectors that ATS serves; problems associated with the expansion of production capability and adoption of new production processes at Photowatt France; inability of Photowatt Technologies to fund future research and development; inability to finalize strategic partnerships or alliances to provide for silicon supply; political, labour or supplier disruptions in manufacturing and supply of silicon; and other risks detailed from time to time in ATS's filings with Canadian provincial securities regulators. Forward-looking statements are based on management's current plans, estimates, projections, beliefs and opinions, and ATS does not undertake any obligation to update forward-looking statements should assumptions related to these plans, estimates, projections, beliefs and opinions change.
For further information: Carl Galloway, Vice President and Treasurer, Gerry Beard, Vice President and Chief Financial Officer, (519) 653-6500
ATS Corporation
ATS Industrial Automation is a global leader integrator for EV battery, fixed energy storage, E-commerce packaging, electronic product assembly, and testing automation. Our customers are weary of production problems and want high-volume, high-speed capabilities so that they can deliver a quality product, on-time, and on-budget. With expertise in battery assembly, welding, vision, and process automation, ATS Industrial Automations provides the best route to scale their business. Our custom system
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