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SAN JOSE, Calif.–(BUSINESS WIRE)–(TSX:SEV) Spectra7 Microsystems Inc. (“Spectra7” or the “Company”), a leading provider of high-performance analog semiconductor products for broadband connectivity markets, announces that pursuant to Part VII, Section 720 of the Toronto Stock Exchange (the “TSX”) Company Manual (the “Manual”), it has submitted an application to the TSX for voluntary delisting (the “Voluntary Delisting Application”) of the Company’s common shares (“Common Shares”) from the TSX in conjunction with having submitted an application to list Spectra7’s Common Shares (the “Listing Application”) on the TSX Venture Exchange (the “TSX-V”). The Voluntary Delisting Application is subject to TSX approval and the Listing Application is subject to TSX-V approval.
On August 19, 2019, the TSX approved the Company’s previously announced application for exemption from the shareholder approval requirements in connection with the Company’s private placement on the basis of financial hardship and, as a result, the Company became subject to a remedial delisting review by the TSX. It is routine for the TSX to require any issuer utilizing the financial hardship exemption to be the subject of such review.
Pursuant to Part VII of the Manual, the board of directors of the Corporation has: (i) reviewed the TSX eligibility for listing requirements as outlined in the Manual in relation to the Corporation’s recent share price and trading activity on the TSX as well as its current operational and financial activities; (ii) considered the Corporation’s alternatives; and (iii) authorized management to prepare a Listing Application to the TSX-V, which the Company submitted on December 18, 2019.
The Voluntary Delisting Application is being made in conjunction with and is subject to Spectra7 receiving approval from the TSX-V of its Listing Application, confirming that the Company meets the TSX-V eligibility for listing criteria. There is no guarantee the TSX-V will approve Spectra7’s Listing Application. If Spectra7’s Listing Application is approved by the TSX-V, it is Spectra7’s intention to take all reasonable and prudent steps, as required and with assistance from and cooperation with the TSX and TSX-V, to list the Corporation’s Common Shares on the TSX-V without interruption or delay. As a result, the Company is unable to provide delisting/listing dates at this time, but will provide updates once further information is available.
Security holder approvals of the Voluntary Delisting Application and the Listing Application are not required.
ABOUT SPECTRA7 MICROSYSTEMS INC.
Spectra7 Microsystems Inc. is a high performance analog semiconductor company delivering unprecedented bandwidth, speed and resolution to enable disruptive industrial design for leading electronics manufacturers in virtual reality, augmented reality, mixed reality, data centers and other connectivity markets. Spectra7 is based in San Jose, California with design centers in Cork, Ireland and Little Rock, Arkansas. For more information, please visit www.spectra7.com.
Certain statements contained in this press release constitute “forward-looking statements”. All statements other than statements of historical fact contained in this press release, including, without limitation, those regarding the anticipated monetization of the Company’s patent portfolio and patent financing strategies, and the Company’s strategy, plans, objectives, goals and targets, and any statements preceded by, followed by or that include the words “believe”, “expect”, “aim”, “intend”, “plan”, “continue”, “will”, “may”, “would”, “anticipate”, “estimate”, “forecast”, “predict”, “project”, “seek”, “should” or similar expressions or the negative thereof, are forward-looking statements. These statements are not historical facts but instead represent only the Company’s expectations, estimates and projections regarding future events. These statements are not guarantees of future performance and involve assumptions, risks and uncertainties that are difficult to predict. Therefore, actual results may differ materially from what is expressed, implied or forecasted in such forward-looking statements. Additional factors that could cause actual results, performance or achievements to differ materially include, but are not limited to the risk factors discussed in the Company’s annual MD&A for the year ended December 31, 2018 and the Company’s short form prospectus dated August 9, 2019. Management provides forward-looking statements because it believes they provide useful information to investors when considering their investment objectives and cautions investors not to place undue reliance on forward-looking information. Consequently, all of the forward-looking statements made in this press release are qualified by these cautionary statements and other cautionary statements or factors contained herein, and there can be no assurance that the actual results or developments will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, the Company. These forward-looking statements are made as of the date of this press release and the Company assumes no obligation to update or revise them to reflect subsequent information, events or circumstances or otherwise, except as required by law.
Spectra7 Microsystems Inc.
Spectra7 Microsystems Inc.
Chief Financial Officer