Estimated reading time 2 minutes, 52 seconds.
Com Dev International Ltd. announced on Feb. 4, 2016 that its previously announced acquisition by Honeywell by plan of arrangement has been completed.
Pursuant to the arrangement, an indirect wholly-owned subsidiary of Honeywell has acquired all of the issued and outstanding Com Dev common shares, and former Com Dev majority-owned subsidiary exactEarth Ltd. has been spun out into a standalone public company.
Information for Com Dev shareholders
For each Com Dev common share held at the time of completion of the arrangement, Com Dev shareholders will receive an initial cash payment of $5.125 and 0.197854963 of an exactEarth Ltd. share (subject to adjustment for fractional shares).
Com Dev shareholders will be eligible to receive a second cash payment of up to $0.125 per common share in approximately two weeks, with the amount of any such payment being determined based on the trading values of the exactEarth shares over their first five trading days.
Com Dev’s common shares will be delisted from the Toronto Stock Exchange by close of trading on Feb. 8, 2016. The exactEarth shares have been conditionally approved for listing on the TSX and are expected to begin trading on or about Feb. 9, 2016 under the trading symbol XCT. Com Dev has applied to securities regulatory authorities for a decision that it is not a reporting issuer in Canada and, if that decision is made, Com Dev will no longer be a reporting issuer in Canada.
Full details of the arrangement are set out in Com Dev’s management information circular dated Dec. 21, 2015, and available on SEDAR at sedar.com.
UPDATE: As a result of further inquiries, Com Dev clarified that until such time as the Com Dev common shares have been delisted and the exactEarth shares have been listed for trading, trading in Com Dev common shares will continue to represent the right to receive:
- an initial cash payment of $5.125;
- 0.197854963 of an exactEarth Ltd. share (subject to adjustment for fractional shares); and
- a second cash payment of up to $0.125 per common share in approximately two weeks, with the amount of any such payment being determined based on the trading values of the exactEarth shares over their first five trading days.
