June 06, 2013 10:30 ET

MPVC Inc. Announces Reinstatement to Trading on NEX

WINNIPEG, MANITOBA--(Marketwired - June 6, 2013) - MPVC Inc. ("MPVC" or the "Corporation") announces that it has been advised by the TSX Venture Exchange (the "TSX-V") that trading in the Corporation's common shares are scheduled to commence trading on NEX, on a post-consolidation basis, under the symbol MVC.H at the opening of trading on June 7, 2013. The consolidation of the issued and outstanding common shares on a five for one basis was approved by shareholders at a recent annual meeting.

As previously announced in a news release dated February 27, 2013, MPVC has successfully completed its application for revocation of its cease trade orders issued by The Manitoba Securities Commission, the Alberta Securities Commission and the British Columbia Securities Commission.

As part of the process of bringing the Corporation into good standing, an annual and special meeting of the shareholders was held on May 9, 2013. Shareholders at this meeting approved the election of directors, the appointment of the auditor, approval of a stock option plan and approval of amendments to the articles to:

  1. consolidate the currently issued and outstanding common shares on the basis of one 'new' (consolidated) common share for five 'old' (pre-consolidated) common shares;

  2. add a provision permitting the directors of the Corporation to appoint one or more additional directors, who shall hold office for a term expiring not later than the close of the next annual meeting of shareholders, but the total number of directors so appointed may not exceed one third of the number of directors elected at the previous annual meeting of shareholders; and

  3. add a provision permitting meetings of the shareholders of the Corporation to be held in any place within or outside Canada as determined by resolution of the board of directors.

The directors elected at the meeting were Graham Kemp, Grant Hall, Charles Loewen and Paul Haber. Messrs. Kemp and Loewen have been directors of the Corporation since 2005, Mr. Hall was original appointed in January 2012, and Mr. Haber was originally appointed in February 2013. Grant Hall has been appointed as President and Chief Executive Officer and Graham Kemp has been appointed as Chief Financial Officer and Corporate Secretary. The audit committee is composed of Graham Kemp, Charles Loewen and Paul Haber. Messrs. Loewen and Haber are independent directors.

MPVC has not carried on any business since the Corporation completed the disposition of all of its assets in December 2008. The Corporation was originally listed on the TSX Venture Exchange (the "TSX-V") but listing of its shares was moved to the NEX exchange, following the disposition of its assets, for failure to maintain continued listing requirements of the TSX-V. A potential reverse take-over transaction with Dealership Equity Fund, Inc. under the terms of a letter agreement dated May 19, 2010, was not proceeded with as a result of unsatisfactory due diligence reviews.

As a result of the disposition of all of the assets of the Corporation in December 2008, MPVC has, pursuant to the terms of a Form 5D Tier 2 Surplus Security Escrow Agreement dated May 12, 2006, among MPVC, the transfer agent and certain shareholders of MPVC, cancelled the shares which remained in escrow following the sale of assets. A total of 2,226,631 escrowed common shares were cancelled effective May 3, 2013, leaving 11,879,212 common shares issued and outstanding. These shares will be consolidated, on the basis noted above, to 2,375,843 common shares.

MPVC has been reviewing several opportunities for a transaction which will qualify the Corporation for graduation to trading on the TSX-V. Any proposed transaction would constitute a change of business under the policies of the TSX-V and will be subject to further review by the TSX-V before being presented to the shareholders of MPVC for their approval. The Corporation will be required to prepare and file an information circular regarding shareholder approval of the proposed change of business as well as any other special matters that may arise in conjunction with a proposed transaction. Should any potential transaction proceed to the point of a signed agreement, the Corporation will make a public announcement.

Neither the 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 news release.

Contact Information

  • MPVC Inc.
    Graham Kemp
    Chief Financial Officer
    (561) 880-0175