Cedar Group announces failure of Stelco to execute and deliver documents required for Stelco Fasteners Ltd. transaction.MONTREAL, Quebec--(BUSINESS WIRE)--Dec. 16, 1994--On July 4, 1994, CEDAR GROUP INC inc - /ink/ increment, i.e. increase by one. Especially used by assembly programmers, as many assembly languages have an "inc" mnemonic. Antonym: dec. . (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on : CGMV;VSE See DOS/VSE. VSE - Virtual Storage Extended :CGM (1) (Computer Graphics Metafile) An ISO/IEC standard format for 2D graphics images introduced in 1987. Primarily a vector graphics format for technical illustrations and geophysical visualizations, CGM also supports raster graphics and text. ) acquired a 75 percent ownership interest and assumed all management responsibilities of Stelco Fasteners Ltd., a wholly-owned Stelco Inc. subsidiary. Contrary to the announcement of Dec. 15, 1994 by the management of Stelco Inc., CEDAR has owned, operated, and continues to operate the Stelco Fastener's Ltd. business. CEDAR GROUP INC. announced today that Stelco Inc. has failed to execute and deliver the ancillary documents to the transaction that occurred on July 4, 1994, whereby CEDAR acquired control of Stelco Fasteners Ltd. These documents primarily include a shareholders' Agreement shareholders' agreement n. an employment agreement among the shareholders of a small corporation permitting a shareholder to take a management position with the corporation without any claim of conflict of interest or self-dealing against the shareholder/manager. providing certain minority shareholder protection to Stelco and an agreement to provide representations and warranties and certain indemnities to each of Cedar and Stelco. These ancillary documents also include an amending agreement between Stelco Fasteners Ltd. and Stelco regarding the transfer of pension assets and employee benefits from Stelco to Stelco Fasteners Ltd. In response to Stelco's failure to execute and deliver these ancillary documents, Cedar has executed and tendered these documents on Stelco and is commencing an action for specific performance and damages. Stelco Fasteners is a leading manufacturer of specialty fasteners for the automotive and industrial sectors in North America. Cedar has owned and operated the business of Stelco Fasteners since July 4, 1994 when it acquired 75 percent of the outstanding common shares, as previously disclosed by Stelco Inc. in its second and third quarter reports for 1994. The senior officers of Cedar hold two of three positions on the board of directors of Stelco Fasteners Ltd. and, also hold the positions of chairman and chief executive officer and president and chief operating officer Chief Operating Officer (COO) The officer of a firm responsible for day-to-day management, usually the president or an executive vice-president. , respectively, of Stelco Fasteners Ltd. This news release is neither approved nor disapproved by the Vancouver Stock Exchange Vancouver Stock Exchange (VSE) A securities and options exchange in Vancouver, British Columbia, (Canada), specializing in venture capital companies. Vancouver Stock Exchange See Canadian Venture Exchange (CDNX). . This news release has been duly signed by Michel Marengere, chairman of Cedar Group Inc. CONTACT: Cedar Group Inc., Montreal
Michel Marengere, 514/634-3551
or
Strategic Growth International, New York
Stan Altschuler/Richard Cooper, 212/826-9622
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