TORONTO, March 31, 2021 /CNW/ - Optiva Inc.
("Optiva" or the "Company") (TSX: OPT) is pleased to
announce a private placement of subordinate voting shares
("Shares") of the Company (the "Offering"). A total
of 834,500 Shares will be issued by the Company at a price of
CDN$30.00 per Share for aggregate
gross proceeds of approximately CDN$25,035,000.
All Shares to be issued under the Offering are subject to a hold
period of four months and one day from the date of issuance of the
Shares. The Offering and listing of the Shares has been
conditionally approved by the Toronto Stock Exchange (the
"TSX").
"I am pleased that we have successfully secured this equity
raise with both new and existing institutional investors. This
financing expresses the Company's commitment to invest in new
product innovation and further enables us to build our
market-leading cloud position and related product roadmap. This
fresh investment will generate long-term benefits to our Company
and our customers," said John Giere,
President and CEO of Optiva.
The TSX has exercised its discretion under Section 603 of the
TSX Company Manual to require shareholder approval as the Offering
will represent the first treasury issuance to EdgePoint Investment
Group Inc. ("EdgePoint") following the secondary market
transaction announced by the Company on March 10, 2021, which resulted in EdgePoint
becoming a holder of more than 20% of the outstanding Shares. The
shareholder approval has been obtained by written consent.
The Company will close the Offering on or about April 8, 2021, being the fifth business day
following the date of this press release. CIBC Capital Markets
acted as the exclusive financial advisor to Optiva for the
Offering.
EdgePoint – Early Warning Requirements
EdgePoint currently exercises control over 1,573,975 Shares,
representing approximately 29.6% of the Company's issued and
outstanding Shares. Immediately following completion of the
Offering, EdgePoint will exercise control over 1,814,225 Shares,
representing approximately 29.5% of the issued and outstanding
Shares (after giving effect to the Offering). The acquisition
of 240,250 Shares by EdgePoint pursuant to the Offering is being
made in the ordinary course of business and for investment
purposes. EdgePoint may acquire or dispose of additional securities
of the Company or may enter into derivative or other transactions
with respect to such securities on behalf of accounts it
manages.
EdgePoint will prepare and file a report containing the
information required by Form 62-103F1 – Required Disclosure
under the Early Warning Requirements in connection with the
matters referred to in this press release. Once filed, a copy of
this report can be obtained by contacting Sayuri Childs,
EdgePoint's Chief Compliance Officer, at (416) 963-9353.
EdgePoint's head office is located at 150 Bloor Street West, Suite
500, Toronto, Ontario, M5S 2X9.
OceanLink – Early Warning Requirements
OceanLink Management Ltd. ("OceanLink") currently has
ownership of, or exercises control or direction over, 781,250
Shares, representing approximately 14.7% of the Company's issued
and outstanding Shares. Immediately following completion of the
Offering, OceanLink will own, or exercise control or direction
over, 1,018,000 Shares, representing approximately 16.6% of the
issued and outstanding Shares (after giving effect to the
Offering). The acquisition of 236,750 Shares by OceanLink pursuant
to the Offering is being made in the ordinary course of business
and for investment purposes. OceanLink may acquire or dispose of
additional securities of the Company or may enter into derivative
or other transactions with respect to such securities on behalf of
accounts it manages.
OceanLink will prepare and file a report containing the
information required by Form 62-103F1 – Required Disclosure under
the Early Warning Requirements in connection with the matters
referred to in this press release. Once filed, a copy of this
report can be obtained by contacting Lan
Zhang, Chief Financial Officer, at (437) 249-0202.
OceanLink's address is 2 Bloor Street West, Suite 1702,
Toronto, Ontario, M4W 3E2.
About Optiva Inc.
Optiva Inc. is a global leader in providing CSPs with
cloud-native revenue management software. CSP operators and mobile
virtual network operators can integrate our best-of breed charging
engine into a BSS stack or deploy our fully managed, end-to-end,
SaaS-based suite. Optiva solutions offer unmatched speed, scale,
security and savings. Our market knowledge, analytical insights and
unique Customer Success Program ensure telecoms are equipped to
achieve their strategic business goals. Established in 1999, Optiva
Inc. is on the TSX (TSX: OPT). For more information, visit
www.optiva.com. Optiva's head office is located at 2233 Argentia
Road, East Tower, Suite 302, Mississauga,
Ontario, L5N 2X7.
Caution Concerning Forward-Looking Statements
This press release contains forward-looking statements and
forward looking information within the meaning of applicable
securities laws including, without limitation, statements regarding
the expected use of proceeds from the Offering and the expected
timing for closing the Offering. Often, but not always,
forward-looking statements can be identified by the use of words
such as "plans", "expects", or "does not expect", "is expected",
"budget", "scheduled", "estimates", "forecasts", "intends",
"anticipates" or "does not anticipate", or "believes", or describes
a "goal", or variation of such words and phrases or state that
certain actions, events or results "may", "could", "would", "might"
or "will" be taken, occur or be achieved. There is no assurance
that any forward-looking statements will materialize. Risks that
could cause our results to differ materially from our current
expectations include: the ability of the Company to satisfy the
closing conditions to the Offering in the expected time or at all,
some of which are beyond the control of the Company; the ability of
the Company to obtain final TSX approval; the Company's
expected capital requirements being different from current
expectations; and other risks regarding the Company's business
discussed in the Company's most recent annual information form,
which is available on SEDAR at www.sedar.com and on Optiva's
website at www.optiva.com/investors/. The Company disclaims any
intention or obligation to update any forward-looking statements,
except as required by law, even if new information becomes
available, as a result of future events or for any other
reason.
SOURCE Optiva Inc.