Pivot and Founder Group Determine Not to Proceed with Proposed Plan of Arrangement and Pivot Announces Intent to Increase Dividend
SAN DIEGO, Feb. 24, 2016 - Pivot Technology Solutions, Inc. ("Pivot" or the "Company") (TSX-V: PTG) today announced that the Company and a company controlled by a group of investors including two of the Company's founders (the "Founder Group") have agreed to terminate the Arrangement Agreement dated January 25, 2016 and all actions related to the transaction announced on January 26, 2016 (the "Transaction"). Accordingly, the Company will not proceed with the proposed Plan of Arrangement. The termination was approved by the Company's Board of Directors and agreed to by the Founder Group. As a result of this termination, the Special Committee of the Board formed by the Company to consider the Transaction has been disbanded.
"Based on various factors, including feedback from our shareholders, the Board and the Founder Group determined that it was in the Company's best interest not to proceed with the Transaction," stated Doug Stuve, Chairman of the Special Committee of the Board for Pivot. "The Board concluded that the process around the Transaction and the concerns with respect to the certainty of its completion had the potential to distract the efforts of the Company's management to continue to execute on its business plan. This decision allows management to focus its efforts in that regard."
As a result of its confidence in the Company's performance, and in conjunction with the termination of the Transaction, the Board determined that, subject to compliance with all regulatory and legal requirements, it would be appropriate to increase the dividend on its common shares to C$0.01 per quarter (equivalent to C$0.04 per annum). The increase will commence with the dividend anticipated to be declared and paid in the second quarter of 2016.
The Company expects to release its fourth quarter and full year 2015 financial results in April 2016. In light of today's announcement, the Company does not propose to provide guidance in this respect.
