Vancouver, British Columbia (January 17, 2017) – Apivio Systems Inc. (“Apivio” or the “Company”) (TSXV: APV) today advised shareholders not to take any action until further notice with respect to the announcement earlier today by Nuri Telecom Company Limited (“Nuri”), that it has launched an unsolicited offer to purchase all of the outstanding common shares of Apivio at a price of CAD$0.40 per share, payable in cash.
Jason Donville, independent director of Apivio, said, “Consistent with its fiduciary duties, the Board of Directors will carefully review and evaluate the offer. We are commencing a process to solicit potential alternative transactions that may provide greater value to shareholders, and shareholders should wait for the outcome of that process before making any decision with respect to their Apivio common shares. We have established a Special Committee of independent directors to evaluate the Nuri offer and manage the value maximization process. The Special Committee, together with its legal and financial advisors, will carefully and thoroughly evaluate the full spectrum of alternatives to maximize shareholder value and make a recommendation to the full Board of Directors of Apivio. The Board must caution that such a process will not necessarily result in a transaction.”
Apivio advises shareholders to not deposit any Apivio common shares to the Nuri offer and to not take any other action concerning the offer until shareholders have received further communications from the Board of Directors. As required by applicable securities laws, the Board will issue a Directors’ Circular that will contain important information for shareholders, including the Board’s recommendation regarding the offer. The Directors’ Circular will also be filed on SEDAR and with Canadian securities regulators.
In addition to its legal counsel, Blake, Cassels & Graydon, LLP, Apivio has retained Haywood Securities Inc. as financial advisors to provide financial advice in connection with the offer and the value maximization process.
About Apivio Systems
Apivio Systems Inc. is a Canadian technology company principally engaged in the design, development, marketing, and sale of communications equipment and software. It has a wholly-owned Korean subsidiary with an established track record of supplying VoIP telephone equipment and other products to major Korean and international telecommunications carriers.
Apivio shares trade on the TSX Venture Exchange under the symbol “APV”. Electronic copies of our financial statements, press releases, and other public information are available on our website at www.apivio.com.
This press release has been prepared by Apivio Systems Inc. Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
For further information, please contact
Rob Bakshi Babak Pedram
President and Chief Executive Officer Investor Relations
Apivio Systems Inc. Virtus Advisory Group Inc.
Except for the historical and present factual information contained herein, the matters set forth in this news release, including words such as “expects”, “projects”, “plans” and similar expressions, are forward-looking information that represents management of Apivio’s internal projections, expectations or beliefs concerning, among other things, future operating results and various components thereof or the economic performance of Apivio. The projections, estimates and beliefs contained in such forward looking statements necessarily involve known and unknown risks and uncertainties, which may cause Apivio’s actual performance and financial results in future periods to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. These risks and uncertainties include, among other things, those described in Apivio’s filings with the Canadian securities authorities. Accordingly, holders of Apivio shares and potential investors are cautioned that events or circumstances could cause results to differ materially from those predicted.