Vitran Corporation Inc. (Vitran), a Canadian less-than-truckload transportation firm, announced that the Ontario Superior Court has issued a final order approving the previously announced plan of arrangement under the Business Corporations Act (Ontario) involving the proposed acquisition by 2400520 Ontario Inc., an indirect wholly-owned subsidiary of TransForce Inc., of its common shares which are not already owned by the purchaser or TransForce, for consideration of US$6.50 in cash per share. Completion of the Arrangement is subject to a number of conditions. Vitran intends to complete the Arrangement as soon as possible after all conditions have been met or waived. There is no certainty, nor can Vitran provide any assurance, that the conditions to the completion of the Arrangement will be satisfied or if satisfied, when they will be satisfied. The arrangement agreement dated December 30, 2013 among Vitran, the Purchaser and TransForce provides that the Arrangement will not be completed after April 30, 2014 without the mutual agreement of the parties to the Arrangement Agreement.
Vitran suffered losses from continuing operations in excess of $34 million during the first six months of 2013, occasioned by losses in its U.S. LTL business, which seriously eroded its working capital. A six-month search for a purchaser of its U.S. business culminated with the closing on October 7 of the sale of the U.S. LTL business to a company owned by Matthew Moroun for a nominal sum, which allowed Vitran to book an operating profit from its Canadian business for the three months ended September 30.
On December 30 Vitran entered into a definitive arrangement agreement with TransForce Inc. to be acquired for US$6.50 per share after it had earlier entered into an Agreement to be acquired by Manitoulin Transport. The latter Agreement was dissolved by way of mutual agreement