VANCOUVER, CANADA, March 22, 2018 /PRNewswire/ - Avigilon
Corporation ("Avigilon") (TSX: AVO), provider of trusted
security solutions, is pleased to announce the voting results for
its special meeting of shareholders held on March 22, 2018 in Vancouver, British Columbia (the "Special
Meeting").
The sole matter considered at the Special Meeting was the
special resolution approving the statutory plan of arrangement (the
"Arrangement") whereby Motorola Solutions, Inc.
("Motorola") will acquire all of the issued and outstanding
Avigilon common shares for cash consideration of CDN $27.00 per share through Motorola Solutions
Canada Holdings Inc., a wholly-owned subsidiary of Motorola, as
originally disclosed on February 1,
2018.
The Arrangement resolution was approved as follows:
- 98.24% of the total votes cast by shareholders at the Special
Meeting voted FOR the Arrangement resolution; and
- 97.90% of the total votes cast by shareholders at the Special
Meeting, excluding the votes cast by such Avigilon shareholders
that were required to be excluded pursuant to Multilateral
Instrument 61-101 – Protection of Minority Security Holders in
Special Transaction, voted FOR the Arrangement resolution.
Closing of the Arrangement remains subject to court approval as
well as other customary closing conditions; assuming the timely
completion of these conditions, Avigilon expects the Arrangement to
close by the end of March, 2018.
About Avigilon
Avigilon Corporation provides
trusted security solutions to the global market. Avigilon designs,
develops, and manufactures video analytics, network video
management software and hardware, surveillance cameras, and access
control solutions. To learn more about Avigilon, visit
avigilon.com.
© 2018, Avigilon Corporation. All rights reserved. AVIGILON, the
AVIGILON logo, and TRUSTED SECURITY SOLUTIONS, are trademarks of
Avigilon Corporation. Other names or logos mentioned herein may be
the trademarks of their respective owners.
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For further information:
Investor Enquiries:
Avigilon Investor Relations
T: (604) 629-5182
investors@avigilon.com
Media Enquiries:
Amy Day
Senior Manager, Global Communications
T: (604) 629-5182 x2625
media@avigilon.com
Forward-Looking Statements
Certain
information and statements in this news release contain and
constitute forward-looking information or forward-looking
statements as defined under applicable securities laws
(collectively, "forward-looking statements"). Forward-looking
statements normally contain words like 'believe', 'expect',
'anticipate', 'plan', 'intend', 'continue', 'estimate', 'may',
'will', 'should', 'ongoing' and similar expressions, and within
this news release include, without limitation, statements (express
or implied) respecting the closing of the Arrangement and expected
actions to follow therefrom.
Forward-looking statements are not guarantees of future
performance, actions, or developments and are based on
expectations, assumptions, and other factors that Avigilon's
management currently believes are relevant, reasonable, and
appropriate in the circumstances, including, without limitation,
assumptions that: the Arrangement will complete under the terms,
structure, and timeline currently contemplated; the requisite court
approval in connection with the Arrangement will be obtained in a
timely manner and on satisfactory terms; the parties will be able
to satisfy the other conditions to the closing of the Arrangement
and on the timeline currently contemplated; Motorola will have
sufficient capital resources to complete the Arrangement;
Motorola's vision and strategy will remain aligned with those of
Avigilon; no significant events will occur outside of Avigilon's
normal course of business; and the continuation of the business and
operations of Avigilon, and the integration thereof with Motorola,
following completion of the Arrangement will occur as currently
contemplated.
Although Avigilon's management believes that the
forward-looking statements are reasonable, actual results could be
substantially different due to the risks and uncertainties
associated with and inherent to Avigilon's business, as more
particularly described in the "Risk Factors" section of Avigilon's
Annual Information Form dated March 6,
2018, and in the Management Information Circular for the
Special Meeting dated February 21,
2018, each of which is available under Avigilon's profile on
SEDAR at www.sedar.com. Material risks and uncertainties applicable
to the forward-looking statements set out herein include, but are
not limited to: the Arrangement is not completed in a timely
fashion or at all; the requisite court approval is not obtained in
a timely fashion (or at all) or on satisfactory terms; Motorola
does not have or obtain sufficient capital resources to complete
the Arrangement; the announcement of the Arrangement and the
dedication of substantial resources of Avigilon to the completion
of the Arrangement has a negative impact on Avigilon's ongoing
business operations and future financial condition and prospects;
the respective strategies and vision of Avigilon and Motorola
become incongruous leading to, for instance, delays in product
development and availability; unforeseen challenges in integrating
Avigilon's business and operations with Motorola; a loss of key
Avigilon personnel, customers, and/or suppliers; and other
unforeseen events, developments, or factors causing any of the
aforesaid expectations, assumptions, and other factors ultimately
being inaccurate or irrelevant. Although Avigilon has attempted to
identify factors that may cause actual actions, events or results
to differ materially from those disclosed in the forward-looking
statements, there may be other factors that cause actions, events
or results not to be as anticipated, predicted, estimated or
intended. Also, many of the factors are beyond the control of
Avigilon. Accordingly, readers should not place undue reliance on
forward-looking statements.
Avigilon undertakes no obligation to reissue or update any
forward-looking statements as a result of new information or events
after the date hereof except as may be required by law. All
forward-looking statements contained in this news release are
qualified by this cautionary statement.
SOURCE Avigilon Corporation