ANT plc Shareholders Approve Acquisition
(Canada Newswire Via Acquire Media NewsEdge)
OTTAWA, Jan. 11, 2013 /CNW/ - Espial(R) Group Inc. ("Espial" or the "Company"), (TSX: ESP), a leader in
on-demand TV software and solutions, today announced that the
shareholders of ANT plc ("ANT") approved the acquisition of Ant by
Closing of the transaction remains conditional on the satisfaction or
waiver of certain remaining regulatory conditions including the
sanction of the acquisition by the Court. The dates of the Court
hearings to sanction the acquisition are expected to be January 30,
2013 and February 1, 2013. If approved by the Court, the transaction
is expected to become effective on February 4, 2013.
On November 30, 2012 Espial announced that it had entered into a
co-operation agreement pursuant to which Espial offered to acquire all
of the outstanding shares of ANT plc ("ANT") in exchange for all cash
consideration of £0.205 per outstanding share. The Offer values the
issued ordinary share capital of ANT at approximately £5 million.
ANT, headquartered in Cambridge UK, provides IP, Hybrid and Connected TV
products and services. Their customers include major TV manufacturers,
set-top box vendors, broadcasters and service providers. ANT has
successfully deployed its high performance software featuring rich
HTML5 user experiences across set-top boxes, tablets and smart
phones. In addition, ANT has built significant industry thought
leadership through standards initiatives where, for example, they are a
founding member of HbbTV which is Europe's leading HTML5-based hybrid
broadcast broadband TV standard.
Readers are cautioned that the proposed acquisition is subject to
sanction by the Court, and various other customary closing conditions.
There can be no assurance that the proposed transaction will be
completed on the terms described in this press release, on the expected
timeline or at all.
# # #
Espial is a leading supplier of digital TV and IPTV software and
solutions to cable MSOs and telecommunications operators as well as
consumer electronics manufacturers. Espial's middleware,
video-on-demand, and browser products power a diverse range of pay-TV
and Internet TV business models. Over 10 million licenses of its
patented software are in use across the world. Espial is headquartered
in Ottawa, Canada and has offices in the United States, Europe, and
Asia. Visit www.espial.com or contact via phone at +1 613 230 4770.
ANT plc (www.antplc.com) develops and deploys embedded software solutions and services for the
TV industry. Its Galio Suite, a browser, client and applications stack,
is an open standards based, flexible application & middleware solution
for a wide range of consumer TV platforms. Using its experience of TV,
ANT provides powerful solutions to its customers by combining
consultancy and engineering services with its highly capable platform
ANT's software has been extensively deployed by customers throughout the
world including ADB, Amino, Bouygues Telecom, Cisco, Chunghwa Telecom,
Coship, HwaCom, France Telecom, Humax, Pirelli, Sagemcom, Samsung,
Technicolour, Telecom Italia and YouSee. ANT plc's shares are listed on
AIM, a London Stock Exchange regulated market, under the ticker ANTP
(Reuters: ANTP.L, Bloomberg: ANTP.LN).
Forward Looking Information
This press release contains information that is forward looking
information with respect to Espial within the meaning of Section
138.4(9) of the Ontario Securities Act (forward looking statements) and
other applicable securities laws. In some cases, forward-looking
information can be identified by the use of terms such as "may",
"will", "should", "expect", "plan", "anticipate", "believe", "intend",
"estimate", "predict", "potential", "continue" or the negative of these
terms or other similar expressions concerning matters that are not
historical facts. In particular, statements or assumptions about the
completion of the proposed acquisition of ANT and the timing thereof,
the anticipated synergies of such acquisition, economic conditions,
benefits of new customer and partner relationships, future
opportunities for the company and products and any other statements
regarding Espial's objectives (and strategies to achieve such
objectives), future expectations, beliefs, goals or prospects are or
involve forward-looking information.
Forward-looking information is based on certain factors and assumptions.
While the company considers these assumptions to be reasonable based on
information currently available to it, they may prove to be incorrect.
Forward-looking information, by its nature necessarily involves known
and unknown risks and uncertainties. A number of factors could cause
actual results to differ materially from those in the forward-looking
statements or could cause our current objectives and strategies to
change, including but not limited to the satisfaction of all closing
conditions in respect of the proposed acquisition, Espial's ability to
successful integrate ANT's operations into its existing operations,
changing conditions and other risks associated with the on-demand TV
software industry and the market segments in which Espial operates,
competition, Espial's ability to effectively develop its distribution
channels and generate increased demand for its products, economic
conditions, technological change, unanticipated changes in our costs,
regulatory changes, litigation, the emergence of new opportunities,
many of which are beyond our control and current expectation or
Additional risks and uncertainties affecting Espial can be found in
Management's Discussion and Analysis of Results of Operations and
Financial Condition for the fiscal year ended December 31, 2011 filed
on SEDAR at www.sedar.com. If any of these risks or uncertainties were to materialize, or if the
factors and assumptions underlying the forward-looking information were
to prove incorrect, actual results could vary materially from those
that are expressed or implied by the forward-looking information
contained herein and our current objectives or strategies may change.
Espial assumes no obligation to update or revise any forward looking
statements, whether as a result of new information, future events or
otherwise, except as required by law. Readers are cautioned not to
place undue reliance on these forward-looking statements that speak
only as of the date hereof.
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