Counsel Corporation and C2 Global Technologies Inc. Settle C2 Shareholder Litigation
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TORONTO, ONTARIO, Jun 19 (MARKET WIRE) --
Counsel Corporation (TSX: CXS) ("Counsel") and its publicly traded U.S.
subsidiary, C2 Global Technologies Inc. (OTCBB: COBT) ("C2") announced
today that they had settled the litigation commenced in April 2004 by
certain shareholders of C2. All amounts are stated in U.S. dollars.
In April 2004, certain shareholders of C2 filed derivative and securities
lawsuits in the Superior Court of the State of California against
Counsel, C2 and several affiliated companies, as well as four present and
former officers and directors of C2. Counsel and C2 believe, and have
always maintained, that the claims are without merit and have defended
the actions.
In order to settle the litigation, and without any admission of liability
by the defendants, the parties have agreed to the following: (i) Counsel
and/or certain of its affiliates, other than C2, will pay a total of
$520,000 to the named plaintiffs; (ii) Counsel and/or a subsidiary other
than C2 will give the plaintiffs approximately 370,000 common shares of
C2, being five common shares of C2 for every share of C2 owned by the
plaintiffs when the litigation commenced; (iii) plaintiffs who were also
dissenting shareholders in an appraisal action filed by C2 in Florida in
June 2004 will withdraw their dissent and C2 will return the shares that
they tendered; (iv) Counsel and/or an affiliate will transfer 350,000
common shares to C2 for cancellation to settle the derivative claims of
the litigation.
As a result of the transfer of common shares to the plaintiffs and the
cancellation of the shares transferred to C2, Counsel's percentage
ownership in C2 will be reduced from approximately 92.5% to 90.8%. In
2007, Counsel accrued a liability for the approximate amount of the
settlement; consequently, the settlement will not have a material effect
on its business, results of operations, financial position or liquidity.
About Counsel Corporation
Counsel Corporation (TSX: CXS) is an international asset management firm
that actively partners with businesses to achieve shared success and to
unlock value through leveraging our relationships, our access to capital
and our strategic market experience. For further information, please
visit Counsel's website at www.counselcorp.com.
About C2 Global Technologies Inc.
C2's business is focused on licensing its patents, which include two
foundational patents in VoIP technology. C2 plans to realize value from
its intellectual property by offering licenses to service providers,
equipment companies and end-users that are deploying VoIP networks for
phone-to-phone communications. C2 also invests in Internet-based
e-commerce businesses. For further information, please visit C2's website
at www.c-2technologies.com.
Forward-Looking Statements
This release contains certain "forward-looking statements" within the
meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Exchange Act, as amended, that are based on
management's exercise of business judgment as well as assumptions made
by, and information currently available to, management. When used in this
document, the words "may", "will", "anticipate", "believe", "estimate",
"expect", "intend", and words of similar import, are intended to identify
any forward-looking statements. You should not place undue reliance on
these forward-looking statements. These statements reflect our current
view of future events and are subject to certain risks and uncertainties
as noted in our securities and other regulatory filings. Should one or
more of these risks or uncertainties materialize, or should underlying
assumptions prove incorrect, our actual results could differ materially
from those anticipated in these forward-looking statements. We undertake
no obligation, and do not intend, to update, revise or otherwise publicly
release any revisions to these forward-looking statements to reflect
events or circumstances after the date hereof or to reflect the
occurrence of any unanticipated events. Although we believe that our
expectations are based on reasonable assumptions, we can give no
assurance that our expectations will materialize. Many factors could
cause actual results to differ materially from our forward-looking
statements.
Contacts:
Counsel Corporation
Stephen Weintraub
Executive Vice President, Secretary & CFO
(416) 866-3058
Email: sweintraub@counselcorp.com
Website: www.counselcorp.com
Copyright 2008, Market Wire, All rights reserved.
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