Consolidated Envirowaste Industries Inc.
TSX VENTURE : CWD

Consolidated Envirowaste Industries Inc.

January 29, 2010 15:52 ET

Consolidated Envirowaste Shareholders Approve Plan of Arrangement

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Jan. 29, 2010) - Consolidated Envirowaste Industries Inc. (TSX VENTURE:CWD) –

Consolidated Envirowaste Industries Inc. (the "Company") is pleased to announce that at the special general meeting held today, the Company's shareholders approved the previously announced plan of arrangement (the "Arrangement") involving the Company, its shareholders and 0865273 B.C. Ltd., a private company incorporated by James Darby and Douglas Halward (together, the "Acquiring Shareholders") for the purpose of completing the Arrangement.

On the completion of the Arrangement, the Acquiring Shareholders will acquire all of the issued and outstanding common shares of the Company not currently owned or controlled, directly or indirectly, by the Acquiring Shareholders or their spouses, for $0.14 per share in cash.

The special resolution approving the Arrangement was approved by 97.33% of the votes cast by holders of the Company's common shares. In addition, as required by Multilateral Instrument 61-101 of the Canadian Securities Administrators, the resolution approving the Arrangement was also approved by 76.92% of the votes cast by minority shareholders (excluding the Acquiring Shareholders and their spouses).

The completion of the Arrangement remains subject to final approval by the Supreme Court of British Columbia (the "Court"). The Company will be making its application to the Court for final approval of the Arrangement on February 2, 2010. The Company and the Acquiring Shareholders expect the Arrangement to be completed on or about February 5, 2010.

Further details regarding the Arrangement are set out in the Company's management information circular dated December 23, 2009, which was mailed to the Company's shareholders together with a letter of transmittal containing instructions for the surrender of share certificates to the depositary. The management information circular and letter of transmittal are available at www.sedar.com.

Shareholders who surrender their share certificates to the depositary, together with a properly completed letter of transmittal, will receive a cash payment of $0.14 per share following the completion of the Arrangement.

This release contains forward-looking statements. These statements involve a number of risks and uncertainties and actual results could differ materially from those projected. These forward-looking statements regarding future events and the completion of the acquisition of the Company by the Acquiring Shareholders are based on current expectations, beliefs and assumptions of management. Factors that might cause or contribute to such differences include risks related to the ability of the Company and the Acquiring Shareholders to satisfy the conditions precedent to the Arrangement and to market conditions. Investors are also directed to consider the other risks and uncertainties discussed in the Company's required financial statements and filings. The Company undertakes no obligation to revise or update publicly any forward-looking statements, expect as required by applicable law.

On behalf of the Board of Directors of CONSOLIDATED ENVIROWASTE INDUSTRIES INC.

Douglas R. Halward, President and Director

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contact Information

  • Consolidated Envirowaste Industries Inc.
    Doug Halward
    604-856-6836