Identiv Announces Stockholder Approval of Transaction with Security Solutions Provider Vitaprotech
03 July 2024 - 7:15AM
Business Wire
Over 96% of Shares Voting at Annual Meeting
Support Board-Proposed Strategic Transaction
Company Poised to Close Strategic Transaction
in Third Quarter of 2024, Securing Capital to Invest in the Growth
of its IoT Solutions Business
Identiv, Inc. (NASDAQ: INVE), a global digital
security and identification leader in the Internet of Things (IoT),
today announced that its stockholders approved the asset sale
transaction with Vitaprotech, a security solutions provider, at the
Company’s Annual Meeting held on June 28, 2024.
The Company sought stockholder approval of the asset sale.
Approximately 96% of shares voted were voted ‘FOR’ the asset sale
proposal. Approximately 72% of the Company’s outstanding shares
voted on the proposal, reflecting high interest in and support of
the Company’s strategic direction, as proposed and recommended by
the Company’s Board of Directors.
“On behalf of the Board of Directors, we would like to thank our
stockholders for their support of the asset sale transaction,” said
James Ousley, Chairman of the Board. “Having achieved this
important milestone, we look forward to closing the transaction,
which provides capital to support the future growth of our IoT
business. This includes the accelerated transition of RFID
production from Singapore to our facility in Thailand and targeted
technology, sales, and business development initiatives to
establish leadership in key RFID-enabled IoT applications. We
believe the strong vote in favor of the transaction validates the
strategic actions taken by the Board to develop and expand the
Company’s IoT solutions business.”
The detailed voting results are provided in the Current Report
on Form 8-K filed with the SEC on July 2, 2024. The Company has
previously received approval or cleared applicable waiting periods
under the Hart-Scott Rodino Antitrust Improvements Act of 1976, as
amended, and the United Kingdom National Security and Investment
Act 2021. The only outstanding regulatory condition to closing is
clearance from the Committee on Foreign Investment in the United
States (CFIUS).
The transaction remains on track to close in the third quarter
of 2024, as previously disclosed. Upon closing the transaction,
Identiv will receive a cash payment of $145.0 million, subject to
customary adjustments pursuant to the terms of the Stock and Asset
Purchase Agreement between the parties.
About Identiv
Identiv, Inc. is a global leader in digitally securing the
physical world. Identiv's platform encompasses RFID and NFC,
cybersecurity, and the full spectrum of physical access, video, and
audio security.
Forward-Looking Statements
This communication contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. Forward-looking statements are those involving future events
and future results that are based on current expectations as well
as the current beliefs and assumptions of management of Identiv and
can be identified by words such as “anticipate,” “believe,”
“continue,” “plan,” “will,” “intend,” “expect,” “outlook,” and
similar references to the future. Any statement that is not a
historical fact is a forward-looking statement, including
statements regarding: the Company’s strategy, plans, initiatives
and direction; the Company’s belief that the Annual Meeting voting
results reflect high interest in and support of the Company’s
strategic direction and maximizing value for its stockholders; the
timing of the closing of the transaction; expected amount of
proceeds from the transaction; and the terms and conditions related
to the transaction, including regulatory approvals. Forward-looking
statements are only predictions and are subject to a number of
risks and uncertainties, many of which are outside Identiv’s
control, which could cause actual results to differ materially and
adversely from those expressed in any forward-looking statements.
Factors that could cause actual results to differ materially from
those in the forward-looking statements include, but are not
limited to: the risk that the conditions to the closing of the
transaction are not satisfied, including the risk that required
regulatory approvals are not obtained; the occurrence of any event,
change or other circumstances that could give rise to the
termination of the agreement; potential litigation relating to the
transaction and the effects of any outcome related thereto; the
ability of each party to consummate the transaction on a timely
basis, or at all; the failure of the transaction to close for any
reason; any purchase price adjustments to the amount of proceeds
from the transaction; risks that the transaction disrupts current
business, plans and operations of Identiv or its business
prospects; diversion of management’s attention from Identiv’s
ongoing business; the ability of Identiv to retain and hire key
personnel; the effect of the change in management following the
completion of the transaction; competitive responses to the
transaction; costs, fees or expenses resulting from the
transaction; potential adverse reactions or changes to business
relationships resulting from the transaction; Identiv’s ability to
continue the momentum in its business; Identiv’s ability to
successfully execute its business strategy; Identiv’s ability to
satisfy customer demand and expectations; the loss of customers,
suppliers or partners; the success of Identiv’s products and
strategic partnerships; industry trends and seasonality; the impact
of macroeconomic conditions and customer demand, inflation and
increases in prices; and the other factors discussed in its
periodic and other reports and documents filed with the U.S.
Securities and Exchange Commission (the “SEC”), including its
Annual Report on Form 10-K for the year ended December 31, 2023,
Quarterly Report on Form 10-Q for the quarter ended March 31, 2024,
definitive proxy statement filed on May 13, 2024 and subsequent
reports filed with the SEC. All forward-looking statements are
based on information available to Identiv on the date hereof, and
Identiv assumes no obligation to update such statements.
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Identiv Media Contact: press@identiv.com Identiv IR
Contact: IR@identiv.com
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