Canbras Reaches Settlement on Payment of Promissory Note by Horizon.MONTREAL Montreal (mŏn'trēôl`), Fr. Montréal (môNrāäl`), city (1991 pop. 1,017,666), S Que., Canada, on Montreal island, surrounded by St. Lawrence River and Rivière des Prairies. -- Canbras Communications Corp. (NEX NEX abbr. Navy exchange :CBC (1) (Cell Broadcast Center) See cell broadcast. (2) (Cipher Block Chaining) In cryptography, a mode of operation that combines the ciphertext of one block with the plaintext of the next block. .H) ("Canbras" or the "Corporation") today announced that it has reached a final settlement for payment of the promissory note promissory note, unconditional written promise to pay a certain sum of money at a definite time to bearer or to a specified person on his order. Promissory notes are generally used as evidence of debt. (the "Note") representing the balance of the purchase price due by Horizon Cablevision do Brasil S.A. ("Horizon") in connection with the sale of the Corporation's broadband broadband Term describing the radiation from a source that produces a broad, continuous spectrum of frequencies (contrasted with a laser, which produces a single frequency or very narrow range of frequencies). communications operations in the fourth quarter of 2003 (the "Sale Transaction"). Pursuant to the terms of the settlement, Canbras has received $9.5 million in cash in exchange for the cancellation of the Note (issued for an original principal amount of $10.432 million, bearing interest at 10% annually) and final settlement of all present or future indemnification Indemnification Used in insurance policy agreements as to compensation for damage or loss. In the context of corporate governance, Director Indemnification uses the bylaws and/or charter to indemnify officers and directors from certain legal expenses and judgements resulting from claims of Horizon in connection with the Sale Transaction (the "Settlement"), including those previously described in the Corporation's press releases of November 16, 2004 and December 21, 2004 and subsequent filings with Canadian securities administrators Canadian Securities Administrators(CSA) is a forum for the 13 securities regulators of Canada's provinces and territories to coordinate and harmonize regulation of the Canadian capital markets. (the "Indemnification Claims"). A variety of factors were taken into account by the Corporation in coming to the Settlement including the potential liability associated with the Indemnification Claims, the timeframe and cost required to defend such Indemnification Claims, the costs associated with day to day operations of the Corporation during such timeframe and other risks in connection with payment of the Note previously described in the Corporation's filings with Canadian Canadian (kənā`dēən), river, 906 mi (1,458 km) long, rising in NE New Mexico. and flowing E across N Texas and central Oklahoma into the Arkansas River in E Oklahoma. securities commissions. Taking all such factors into consideration, the board of directors believes that the Settlement is in the best interests of Canbras and its shareholders. As a result of the Settlement, and assuming the satisfactory resolution of all remaining liabilities of the Corporation by June 30, 2006 (including those described most recently in Note 8 to Canbras' first quarter financial statements as filed with Canadian securities commissions), Canbras expects to make two additional distributions of the Corporation's assets to shareholders totalling approximately $0.28 per share following receipt by the Corporation of updated tax certificates.The first of the two distributions to shareholders is expected to take place before the end of 2005. Forward looking statements This news release may contain certain forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. that reflect the current views and/or expectations of Canbras with respect to future events.Forward looking statements include, without limitation, any statement that may predict, forecast, indicate or imply future events, and may contain words like "believe" "anticipate", "expect", "will likely result", or words or phrases of similar meaning.Such statements are subject to a number of important risks and uncertainties which are difficult to predict and assumptions which may prove to be inaccurate. Whether actual events and developments conform with the Corporation's expectations and predictions are subject to a number of known and unknown risks and uncertainties.Factors that could cause actual events to differ materially from current expectations include, among other things: whether any unforeseen claims are asserted against the Corporation (or its directors and officers) in connection with the winding up and liquidation The collection of assets belonging to a debtor to be applied to the discharge of his or her outstanding debts. A type of proceeding pursuant to federal Bankruptcy of the Corporation or otherwise; the timing of and costs associated with the final winding up and liquidation of the Corporation; and certain other factors set forth in the Corporation's filings with the Canadian securities commissions. In addition, forward-looking statements do not reflect the potential impact of future monetizations of remaining assets or potential assets or any legal or regulatory proceedings that may be announced after these statements are made.Canbras disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. The TSX Venture Exchange TSX Venture Exchange Originally called the Canadian Venture Exchange (CDNX), this was a result of the merger of the Vancouver and Alberta stock exchanges. The goal of TSX Venture Exchange is to provide venture companies with effective access to capital while protecting investors. does not accept responsibility for the adequacy or accuracy of this release. Canbras Communications Corporation (NEX BOARD:CBC.H) |
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