Semcan Inc.

Semcan Inc.

May 02, 2007 13:57 ET

Semcan Inc. Announces Agreement to Acquire Stanco Projects Ltd.

TORONTO, ONTARIO--(CCNMatthews - May 2, 2007) - Semcan Inc. (TSX VENTURE:STT)("SEMCAN") announces that it has entered into an agreement to acquire all of the shares of Stanco Projects Ltd. for a purchase price of $9,000,000, subject to adjustment for working capital on hand at closing, to be satisfied by a cash payment of $7,100,000, $900,000 of 6% adjustable principal promissory notes payable in equal installments over two years, the principal of which may be adjusted based upon EBITDA targets and $1,000,000 of common shares of SEMCAN. SEMCAN will finance the cash payment from cash on hand, bank financing, and a private placement offering of common shares and warrants of SEMCAN of up to $6,250,000, subject to a 20% over allotment option, to be priced in the context of the market. SEMCAN has engaged M Partners as lead agent for the private placement offering. SEMCAN is negotiating acceptable bank financing.

Stanco Projects Ltd. carries on the business of designing, distributing, manufacturing and installing high quality systems for a wide variety of industrial, municipal and commercial clients which systems include bulk chemical handling equipment particularly in respect of water and wastewater treatment chemicals, municipal water storage tanks and aluminium geodesic dome structures from its operations headquarters in Richmond, British Columbia.

Completion of the acquisition and private placement offering are subject to the approval of TSX Venture.


SEMCAN is a growth company expanding through acquisitions within the Industrial and Distribution sectors. SEMCAN seeks out well managed profitable companies that meet certain financial parameters. SEMCAN works with existing management to grow the acquired companies both organically and through further complementary acquisitions. SEMCAN provides the central finance and administrative functions, allowing operational management to remain focused on bottom line profitability thereby increasing shareholder value.

Forward-Looking Statement Disclaimer

This press release contains forward-looking statements, which are subject to risks and uncertainties that could cause actual results to differ materially from those set forth in the forward-looking statements including the risks associated with operations and sales and risks associated with margins, suppliers and customers and risks associated with foreign exchange fluctuations, among others. These forward-looking statements represent the Company's judgment as of the date of this press release. The Company disclaims any intent or obligation to update these forward-looking statements.

The TSX Venture Exchange has neither approved nor disapproved the contents of this press release.

Contact Information

  • Semcan Inc.
    Phil Jamieson
    (905) 564-8665