TORONTO, Oct. 29, 2020 /CNW/ - Pivot Technology Solutions,
Inc. (TSX: PTG) ("Pivot"), a full-service information
technology provider, is pleased to announce that it has been
granted the final court order from the Ontario Superior Court of
Justice (Commercial List) approving the plan of arrangement (the
"Arrangement") with Computacenter plc
("Computacenter") and 5038823 Ontario Ltd. (formerly
1264283 B.C. Ltd.) (the
"Purchaser"), a wholly-owned subsidiary of Computacenter,
pursuant to which the Purchaser will acquire all of the outstanding
common shares of Pivot ("Pivot Shares") for consideration
consisting of C$2.60 cash per Pivot
Share, for an equity value of approximately C$105.8 million, which was previously announced
on September 9, 2020. Receipt of the
final order follows approval of the Arrangement by shareholders of
Pivot ("Pivot Shareholders") at its special meeting of Pivot
Shareholders held on October 23,
2020.
Assuming the satisfaction of all conditions, closing of the
Arrangement is expected to occur on or about November 2, 2020. Following completion of the
Arrangement, Pivot Shares will be delisted from the Toronto Stock
Exchange and Pivot will apply to cease to be a reporting issuer
under applicable Canadian securities laws.
Upon the closing of the Arrangement, Pivot Shareholders will be
entitled to receive C$2.60 in cash
for each Pivot Share held. Registered Pivot Shareholders can submit
their share certificates along with a duly completed letter of
transmittal in order to receive the cash consideration under the
Arrangement.
Further information about the Arrangement is available in the
management information circular dated September 23, 2020 and related proxy materials,
which are available on SEDAR under Pivot's issuer profile and on
Pivot's website at
https://www.pivotts.com/investors/special-meeting.
ABOUT PIVOT TECHNOLOGY SOLUTIONS
Pivot is an
industry-leading information technology services and solutions
provider to many of the world's most successful companies,
including members of the Fortune 1000, as well as governments and
educational institutions. By leveraging its extensive OEM
partnerships and its own fulfillment, professional, deployment,
workforce and managed services, Pivot supports the IT
infrastructure needs of its clients. For more information, visit
www.pivotts.com.
FORWARD LOOKING STATEMENTS
Information in this release
contains forward-looking statements within the meaning of
securities legislation. Forward-looking statements are generally
identifiable by use of the words "expect", "anticipate",
"continue", "estimate", "may", "will", "project", "should",
"believe", "plans", "intends" or the negative of these words or
other variations on these words or comparable terminology.
Forward-looking statements are based on assumptions of future
events that Pivot believes are reasonable based upon information
currently available. More particularly, and without limitation,
this news release contains forward-looking statements and
information concerning the consideration to be paid to Pivot
Shareholders pursuant to the Arrangement, the ability of Pivot,
Computacenter and the Purchaser to consummate the Arrangement on
the terms and in the manner contemplated thereby, the anticipated
timing of the Arrangement, the delisting of Pivot Shares from the
Toronto Stock Exchange and the ceasing of Pivot being subject to
applicable Canadian securities laws as a reporting issuer. Such
forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause actual results,
performance or achievements to be materially different from any
future results, performance or achievements expressed or implied by
the forward-looking statements. Such factors include, among others,
the ability of the parties to receive, in a timely manner and on
satisfactory terms, the necessary approvals and the ability of the
parties to satisfy, in a timely manner, the conditions to the
closing of the Arrangement, as well as other uncertainties and risk
factors set out in filings made from time to time by Pivot with the
Canadian securities regulators, which are available on SEDAR at
www.sedar.com. Actual results, developments and timetables could
vary significantly from the estimates presented. Readers are
cautioned not to put undue reliance on forward-looking statements.
Pivot assumes no obligation to update or revise any forward-looking
statement, except as required by applicable securities law.
SOURCE Pivot Technology Solutions, Inc