DATA Communications Management Corp. entered into agreement to acquire Thistle Printing Limited from The Capri Media Group for CAD 6.5 million.
January 31, 2017
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DATA Communications Management Corp. (TSX:DCM) entered into agreement to acquire Thistle Printing Limited from The Capri Media Group for CAD 6.5 million on January 31, 2017. As per the terms of agreement purchase consideration will be satisfied by the payment on closing of CAD 1.6 million in cash, issue of 0.644 million shares of DATA Communications Management Corp. (TSX:DCM) and issue of promissory notes in the principal amount of CAD 3.5 million in the form of a non-interest bearing vendor take back note, to be payable over a 24 month period in equal monthly payments. In a related transaction, DATA Communications Management also entered into an agreement to acquire Eclipse Colour & Imaging Corp. In connection with the two acquisitions, DATA will assume a total of approximately CAD 8 million in outstanding long term indebtedness, including capital lease obligations, and intends to draw approximately CAD 7.8 million under its credit revolving facility on closing to refinance certain indebtedness of the two companies and for related expenses. In connection with the acquisitions of Eclipse and Thistle, DATA has entered into an amended senior revolving credit facility with a Canadian chartered bank, including an increase in the total available commitment under that facility from up to CAD 25 million to up to CAD 35 million. On October 31, 2016, Thistle Printing generated approximately CAD 16.4 million in revenues.
The transaction is unanimously approved by Board of Directors of DATA Communications Management Corp. (TSX:DCM).The transaction is subject to receipt of the approval of the Toronto Stock Exchange to the issuance of the Thistle Consideration Shares, consent and approval of third party, the lockup agreement and Non-Competition/ Non-Solicitation Agreements will have been entered into and delivered to DATA Communications and matters related to the DATA Communications Management Corp. (TSX:DCM) and Thistle Printing Limited existing lending arrangements. The special committee of three independent members has been formed as part of transaction. All directors and officers of the company will resign at the time of closing. The transaction is expected to close on or about February 22, 2017.
Cormark Securities Inc. acted as fairness opinion provider to special committee. McCarthy Tétrault LLP acted as legal advisor to DATA Communications and Lefko Law Professional Corporation acted as legal advisor to The Capri Media.
DATA Communications Management Corp. (DCM) is a Canada-based marketing and business communications company that helps companies simplify the ways they communicate and operate. It provides solutions, such as workflow management, digital asset management, personalized video, location-specific marketing, multi-channel marketing workflow management, print and communications management, and marketing, strategy and creative services. DCM serves brands in vertical markets including financial services, retail, emerging markets, healthcare and wellness, Not-for-Profit, energy, hospitality, transportation, lottery, government, other regulated industries and the public sector. Its DCMFlex marketing workflow technology enables marketers to create, edit, track and execute digital and print assets ranging from email campaigns and welcome kits to retail collateral and HR training material.
DATA COMMUNICATIONS MANAGEMENT CORP. 
