TORONTO, July 5, 2022
/CNW/ - Optiva Inc. ("Optiva" or the "Company") (TSX:
OPT) announces today that it has obtained the requisite shareholder
approval to amend the terms of its outstanding 9.75% secured PIK
toggle debentures due 2025 (the "Debentures") to remove the
current restrictions on the aggregate amount of cash interest
payable to certain insiders of the Company in respect of the
Debentures held by such insiders.
Pursuant to the existing terms of the indenture governing the
Debentures, for so long as the Company is subject to the
requirements of the TSX Company Manual, the total amount of cash
interest paid to EdgePoint Investment Group Inc.
("EdgePoint") and Maple Rock Capital Partners Inc.
("Maple Rock") and their
respective affiliates and associates in respect of Debentures held
by them cannot exceed $14,880,000 in
aggregate (the "Insider Cash Interest Limit"), unless the
Company first obtains the approval of the Toronto Stock Exchange or
the approval of the holders of the Company's subordinate voting
shares (the "Shares") in accordance with the TSX Company
Manual.
Maple Rock is no longer the
beneficial owner of any Debentures and has no intention to
repurchase any Debentures in the future. Therefore, Maple Rock is no longer considered an interested
party for the purpose of approving the removal of the Insider Cash
Interest Limit.
In accordance with the requirements of the TSX Company Manual,
the Company has obtained the approval of Maple Rock and OLP Capital Management Ltd.
("OLP"), who in the aggregate hold approximately 53% of the
issued and outstanding Shares, excluding the Shares held by
EdgePoint, to remove the Insider Cash Interest Limit in respect of
all interest obligations on the Debentures following the effective
date of such amendment.
OLP does not beneficially own any Debentures. Maple Rock, OLP and EdgePoint are not related
parties and are not acting jointly or in concert.
Pursuant to the TSX Company Manual, the amendment to the
Debentures will be effective as of the date that is five business
days from the date hereof.
About Optiva Inc.
Optiva Inc. is a leading provider of mission-critical,
cloud-native revenue management software for the telecommunications
industry. Its products are delivered globally on the private and
public cloud. The Company's solutions help service providers
maximize digital, 5G, IoT and emerging market opportunities to
achieve business success. Established in 1999, Optiva Inc. is on
the Toronto Stock Exchange (TSX: OPT). For more information, visit
www.optiva.com.
Caution Concerning Forward-Looking
Statements
This press release contains forward-looking statements and
forward looking information within the meaning of applicable
securities laws. 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, among
others, those 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.
Information in this press release regarding EdgePoint,
Maple Rock and OLP is based on
information provided by such parties and/or their respective public
filings.
SOURCE Optiva Inc.
