Vigil Locating Systems Corporation

Vigil Locating Systems Corporation

June 19, 2009 10:33 ET

Vigil Locating Systems Corporation Announces Advanced Negotiations With Three Groups to Revitalize its Operations

MONTREAL, QUEBEC--(Marketwire - June 19, 2009) - Vigil Locating Systems Corporation ("Vigil") (TSX VENTURE:VIG) is pleased to announce its current advanced negotiations with three groups of interest in order to create a leader in the field of monitoring the state of alertness of transportation equipment drivers (by land, sea and air). The transaction under consideration would result in a change of control of Vigil's shareholders.

The transaction can be summarized in three parts: (i) an asset purchase, payable in shares of Vigil; (ii) an exchange of shares to acquire a corporation specialized in marketing; and (iii) a settlement of debts with respect to certain creditors of corporations covered by this transaction. Said debts are payable in shares of Vigil. These three segments are collectively referred to as the "Transaction".

The first segment of the Transaction is a purchase of all assets of the corporation ECT Corp., which assets are related to the field of monitoring the state of alertness of transportation equipment drivers. ECT Corp. is a Canadian corporation, wholly owned subsidiary of an American corporation, Effective Control Transport, Inc. (OTC-Pink Sheets-EFFC).

The second segment of the Transaction is the payment in shares by Vigil of certain claims arising from the activities of ECT Corp. and Effective Control Transport, Inc.

The last segment of the Transaction is an exchange of shares with the shareholders of Axyomm Technologies Corporation, a Canadian corporation specializing in the development and marketing of equipment relating to the transportation field. This exchange of shares will allow Vigil to acquire 100% of Axyomm Technologies Corporation's shareholding.

These three agreements will form the Transaction by which Vigil intends to consolidate the market of mechanisms for monitoring the drivers' state of alertness.

The proposed Transaction between Vigil, Effective Control Transport, Inc., the shareholders of Axyomm Technologies Corporation and the various creditors involved will constitute an arm's length operation subject to a number of conditions precedent, namely, a complete due diligence of the stakeholders, a minimum private financing and the receipt of all requisite regulatory and corporate approvals, including that of the TSX Venture Exchange.

Vigil's objective for this Transaction is to add value for its shareholders while providing the corporation with a new position in the market. By providing a new team and a new range of products, Vigil's short-term mission will be to achieve the global marketing of monitoring applications for the state of alertness of drivers for various carriers, as well as developing related services.

The following elements have motivated Vigil's management to consider the Transaction, namely: (i) the significant market potential in North America for products acquired through the Transaction; (ii) the advanced commercialisation level of the products relating to motor carriers and the strategic development plan; and (iii) the support of a dynamic team motivated by the projects related to the Transaction.

Vigil's management intends to finalize its negotiations over the next few days and provide the market with its final results as soon as possible.

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

  • Vigil Locating Systems Corporation:
    Michel Lesage
    Effective Control Transport, Inc.:
    Raphael Huppe
    Axyomm Technologies Corporation:
    Daniel Randoll