Apivio announces changes to stock option compensation

Vancouver, Canada – May 27, 2014 – Apivio Systems Inc. (formerly Moimstone Corporation) (“Apivio” or the “Company”) (TSX-V: APV) announces that its Board of Directors, subject to disinterested shareholder approval, has approved the re-pricing of a total of 3,716,125 outstanding options to purchase common shares (the “Options”).
Apivio approved a reduction in the exercise price of 3,450,625 Options from $0.75 to $0.44 and the remaining Options have had their exercise price adjusted proportionately.

The re-pricing of the Options has been approved by the TSX Venture Exchange (“TSX-V”) and disinterested shareholder approval will be sought at the Company’s upcoming Annual General Meeting to be held on June 27, 2014. The re-pricing of the Options is subject to the approval of a simple majority of the Company’s shareholders excluding votes attached to shares beneficially owned by the persons that hold or will hold the Options and associates of such persons. Prior to the Company’s receipt of disinterested shareholder approval, none of the Options may be exercised at the revised price.

Apivio’s board of directors has also recently approved an amended stock option plan to, among other things, increase the maximum total number of options exercisable into common shares available for grant by, as of the date hereof, 2,135,970 or approximately 5% of Apivio’s issued and outstanding common shares as at March 31, 2014.
The amendments to the stock option plan remain subject to the approval of Apivio’s shareholders at the next annual general meeting and to the approval of the TSX-V.

Apivio also announces that today its board of directors granted a total of 1,342,985 stock options to Apivio directors (the “Conditional Options”). The Conditional Options have an exercise price of $0.44, the equivalent to Apivio’s closing market price of $0.44 on May 23, 2014. The Conditional Options will vest as follows: (i) 66,667 immediately on the date of the grant; (ii) 447,663 on December 31, 2014; (iii) 447,662 on December 31, 2015; and
380,993 on December 31, 2016. Of the Conditional Options, 787,169 stock options have been drawn from the increased option pool created as a result of the stock option plan amendments and as such, remain subject to Apivio receiving shareholder and TSX-V approval prior to their exercise.