UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) March 26, 2014
Vitran Corporation Inc.
(Exact name of registrant as specified in its charter)
| ONTARIO, CANADA | 001-32449 | 98-0358363 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| 185 The West Mall, Suite 701, Toronto, Ontario, Canada | M9C 5L5 | |||
| (Address of principal executive offices) | (Zip Code) |
416-596-7664
Registrant's telephone number, including area code
Not Applicable
(Former name or former address, if changed since last report)
| Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): |
||
| [ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| [ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| [ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| [ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |
Item 8.01. Other Events.
On March 26, 2014 the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
Exhibit 99.1. Press release dated March 26, 2014
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Vitran Corporation Inc. |
||
|
Date: March 26, 2014 |
/s/ FAYAZ D. SULEMAN Fayaz D. Suleman Vice President Finance and Chief Financial Officer |
| Exhibit Index | ||
| 99.1 | Press release dated March 26, 2014 | |
EXHIBIT 99.1
TORONTO, March 26, 2014 (GLOBE NEWSWIRE) -- TransForce Inc. ("TransForce") (TSX:TFI) (OTCQX:TFIFF), a North American leader in the transportation and logistics industry, and Vitran Corporation Inc. ("Vitran") (Nasdaq:VTNC) (TSX:VTN), a premier Canadian less-than-truckload ("LTL") transportation firm, are pleased to announce that the previously announced acquisition of Vitran by TransForce by way of plan of arrangement (the "Arrangement") has been completed. Under the Arrangement, 2400520 Ontario Inc. (the "Purchaser"), an indirect wholly-owned subsidiary of TransForce, acquired all of the issued and outstanding common shares of Vitran, other than common shares of Vitran held by the Purchaser and any affiliate of the Purchaser, for consideration of US$6.50 in cash per share.
"The acquisition of Vitran will further enhance our density in the Canadian LTL market and provide synergies going forward. Vitran will remain a standalone entity, under the leadership of Tony Trichilo, within the TransForce group of companies. We are looking forward to leveraging the strengths of the two companies to the benefit of our customers and shareholders. I would like to welcome all Vitran employees and management to the TransForce team," said Alain Bédard, Chairman, President and Chief Executive Officer of TransForce.
It is anticipated that the common shares of Vitran will be delisted from NASDAQ before the market opens on March 27, 2014, and will be delisted from the TSX at the close of business on or about March 28, 2014.
Further information about the Arrangement is set out in Vitran's management information circular dated February 3, 2014 which is available on SEDAR at www.sedar.com and on EDGAR at www.sec.gov.
ABOUT TRANSFORCE
TransForce Inc. is a North American leader in the transportation and logistics industry operating across Canada and the United States through its subsidiaries. TransForce creates value for shareholders by identifying strategic acquisitions and managing a growing network of wholly-owned, operating subsidiaries. Under the TransForce umbrella, companies benefit from corporate financial and operational resources to build their businesses and increase their efficiency. TransForce companies service the following segments:
TransForce Inc. is publicly traded on the Toronto Stock Exchange (TSX:TFI) and the OTCQX marketplace in the U.S. (OTCQX:TFIFF). For more information, visit http://www.transforcecompany.com.
ABOUT VITRAN CORPORATION INC.
Vitran Corporation Inc., through its wholly-owned subsidiaries, is a group of transportation companies offering national, regional, expedited and transborder less-than-truckload services throughout Canada. To find out more about Vitran Corporation Inc. (Nasdaq:VTNC) (TSX:VTN), visit the website at www.vitran.com.
FORWARD-LOOKING STATEMENTS
Except for historical information provided herein, this press release may contain information and statements of a forward-looking nature concerning the future performance of TransForce. These statements are based on suppositions and uncertainties as well as on management's best possible evaluation of future events. Such factors may include, without excluding other considerations, fluctuations in quarterly results, evolution in customer demand for TransForce's products and services, the impact of price pressures exerted by competitors, and general market trends or economic changes. As a result, readers are advised that actual results may differ from expected results. No assurance can be given that any events anticipated by the forward-looking information or statements will transpire or occur, or if any of them do so, what benefits that TransForce will derive therefrom. In particular, no assurance can be given as to the benefits that TransForce will derive from the acquisition of Vitran Corporation Inc.
CONTACT: For further information:
Investors:
Alain Bedard
Chairman, President and CEO
TransForce Inc.
(647) 729-4079
abedard@transforcecompany.com
Media:
Rick Leckner
MaisonBrison Communications
(514) 731-0000
rickl@maisonbrison.com