Research In Motion Limited ("RIM") announced today that it has been advised that Certicom Corp. ("Certicom") intends to apply to the Ontario Superior Court of Justice and the Ontario Securities Commission for an injunction and cease trade order, respectively, preventing RIM from acquiring Certicom shares under RIM's offer, dated December 10, 2008, for all of Certicom's shares at a price of CDN$1.50 per share. While this course of conduct is consistent with Certicom's past conduct in rebuffing RIM's overtures to conclude a negotiated transaction with Certicom, RIM is disappointed that Certicom's directors are again attempting to keep the decision as to whether to accept RIM's offer out of Certicom shareholders' hands.
RIM understands that the basis of the injunction and cease trade applications is Certicom's allegation that RIM used confidential information contrary to the terms of agreements entered into between RIM and Certicom, and an alleged related failure by RIM to make proper disclosure in its offer to purchase and circular sent to Certicom's shareholders. RIM intends to vigorously oppose Certicom's allegations.
Certicom has an obligation under securities laws to publicly disclose all material information on a continuous basis. If the Certicom directors are of the view that there is any other material information that has not been disclosed to Certicom's shareholders, the Certicom directors should disclose such information in their directors' circular, which is to be mailed to Certicom shareholders by December 29, 2008.
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