Press release from TheNewswire.ca
LOYALIST GROUP LIMITED CONVERTS LOI TO SIGNED AGREEMENT TO ACQUIRE WTC
Friday, September 09, 2011
LOYALIST GROUP LIMITED CONVERTS LOI TO SIGNED AGREEMENT TO ACQUIRE WTC 08:19 EDT Friday, September 09, 2011(via Thenewswire.ca) Toronto, Ontario - September 9th 2011 - Loyalist Group Limited ("Loyalist" or the "Corporation") (TSXV: LOY) today announced that it has signed a definitive agreement to acquire all of the issued and outstanding securities of Western Town College ("WTC"), located in Vancouver, British Columbia, further to its Letter of Intent previously announced on August 5, 2011. Under the terms of the definitive agreement, Loyalist will purchase WTC for an aggregate purchase price of $1,300,000 satisfied as to: (a) $850,000 to be paid in cash to WTC as follows: (i) $200,000 on the closing date; (ii) $150,000 on each of the 4th, 11th and 18th month anniversaries of the closing date; and (iii) $200,000 on the 24th month anniversary of the closing date. (b) The balance, being $450,000, will be satisfied through the issuance of 2,250,000 common shares in the capital of the Corporation at a deemed price of $0.20 per share. The issuance of the common shares is subject to regulatory approval, and the common shares will be subject to a statutory four-month hold period from the closing date. Andrew Ryu, CEO of Loyalist Group Limited commented, "This agreement provides for reduced dilution to shareholders and deems a higher price per LOY share than what we first contemplated in August, which is good news for our shareholders." WTC is in the business of teaching English as a Second Language (ESL), Teacher Training, Business, and TOEFL courses, Interpretation/Translation classes, including, for the more advanced students, a range of diploma programs which will help prepare them for future careers. Current enrolment stands at over 350 students. Loyalist will pay the cash portion of the purchase price from currently available funds. Closing of the WTC acquisition is scheduled for October 7, 2011, or such other date upon which the parties may mutually agree. About Loyalist Group Limited Listed on the TSX Venture since January 4th 2011, Loyalist Group Limited (TSXV: LOY) owns and operates private education schools both in Toronto and Vancouver offering (i) English as a Second Language (ESL) Courses for international students; (ii) Training programs for teachers, commonly known as TESL; (iii) Professional Development Courses; and (iv) Corporate English for Professionals. For further information, please contact: To receive news updates send your email to email@example.com and mention ?Loyalist News' on the subject line. ---------------------------------------------------------------------- |Andrew Ryu |Jeanny So |Lauren Clarke | |Loyalist Group |CHF Investor Relations|CHF Investor Relations| |Limited |Director of Operations|IR Associate | |CEO |T: (416) 868-1079 x225|T: (416) 868-1079 x241| |T: (416) 977-9800 |E: firstname.lastname@example.org |E: email@example.com | |E: | | | |firstname.lastname@example.org| | | ---------------------------------------------------------------------- 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 release. Forward-Looking Statements This news release contains "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities legislation. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "anticipated", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". Loyalist Group Limited is subject to significant risks and uncertainties which may cause the actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward looking statements contained in this release. Loyalist Group Limited cannot assure investors that actual results will be consistent with these forward looking statements and Loyalist Group Limited assumes no obligation to update or revise the forward looking statements contained in this release to reflect actual events or new circumstances. Copyright (c) 2011 Thenewswire.ca - All rights reserved.