Toronto – June 29, 2022 – Redline Communications Group, Inc. (“Redline” or the “Company”) (TSX: RDL), a leading provider of mission-critical data infrastructure for remote and harsh environments, is pleased to announce that the Company has obtained a final order from the Ontario Superior Court of Justice (Commercial List) approving the previously announced plan of arrangement (the “Arrangement”) with Aviat Networks, Inc. (“Aviat”) pursuant to which Aviat, through a wholly-owned subsidiary, would acquire all of the outstanding common shares of Redline (the “Common Shares”) for CAD$0.90 per Common Share.
Redline expects to complete the Arrangement in the first half of July 2022, subject to satisfaction or waiver of the remaining closing conditions of the Arrangement. Following completion of the Arrangement, it is anticipated that the Common Shares will be delisted from the Toronto Stock Exchange and the Company will cease to be a reporting issuer under applicable Canadian securities law.
Further information about the Arrangement is set out in Redline’s management information circular dated May 18, 2022 which has been filed under Redline’s profile on SEDAR at www.sedar.com.
If Shareholders have questions regarding the Arrangement, please contact:
Chief Executive Officer
About Redline Communications
Redline Communications (TSX: RDL) designs and manufactures powerful wide-area wireless networks for mission-critical applications in challenging locations. Redline networks are used by Oil & Gas companies onshore and offshore, Mining companies on surface and underground operations, by municipalities to remotely monitor infrastructure, and by specialized telecom service providers to deliver premium services. Thousands of businesses worldwide rely on Redline to engineer, plan and deliver ruggedized, secure and reliable networks for their IoT, voice, data, and video communications needs. For more information visit www.rdlcom.com.
Certain statements in this release may constitute forward-looking statements or forward-looking information within the meaning of applicable securities laws. Such statements include with respect to Redline, its beliefs and expectations regarding the ability to close the Arrangement, the satisfaction of other conditions to the closing of the Arrangement on proposed terms and in the time assumed and expectations regarding delisting from the Toronto Stock Exchange and ceasing to be a reporting issuer. In some cases, forward-looking statements can be identified by terms such as “could”, “expect”, “may”, “will”, “anticipate”, “believe”, “intend”, “estimate”, “plan”, “potential”, “project” or other expressions concerning matters that are not historical facts. Readers are cautioned not to place undue reliance upon any such forward-looking statements. Such forward-looking statements are not promises or guarantees of future performance and involve both known and unknown risks and uncertainties that may cause the actual results, performance, achievements or developments of Redline to differ materially from the results, performance, achievements or developments expressed or implied by such forward-looking statements. Forward-looking statements, by their nature, are based on certain assumptions regarding expected growth, management’s current plans, estimates, projections, beliefs, opinions and business prospects and opportunities (collectively, the “Assumptions”). While the Company considers these Assumptions to be reasonable, based on the information currently available, they may prove to be incorrect.
Many risks, uncertainties and other factors could cause the actual results of Redline to differ materially from the results, performance, achievements or developments expressed or implied by such forward-looking statements. These risks, uncertainties and other factors include but are not limited to the following: the ability to close the Arrangement; the ability of Redline to satisfy the conditions to the closing of the Arrangement on proposed terms and in the time assumed; significant competition, competitive pricing practices, cautious capital spending by customers, industry consolidations, rapidly changing technologies, evolving industry standards, frequent new product introductions, short product life cycles and other trends and industry characteristics affecting the telecommunications industry; any material, adverse effects on Redline’s performance if its expectations regarding market demand for particular products prove to be wrong; any negative developments associated with Redline’s suppliers and contract manufacturing agreements including the Company’s reliance on certain suppliers for key components; potential penalties, damages or cancelled customer contracts from failure to meet delivery and installation deadlines and any defects or errors in Redline’s current or planned products; fluctuations in foreign currency exchange rates; potential higher operational and financial risks associated with Redline’s efforts to expand internationally; a failure to protect Redline’s intellectual property rights, or any adverse judgments or settlements arising out of disputes regarding intellectual property; changes in regulation of the wireless industry or other aspects of the industry; any failure to successfully operate or integrate strategic acquisitions, or failure to consummate or succeed with strategic alliances; and Redline’s potential inability to attract or retain the personnel necessary to achieve its business objectives or to maintain an effective risk management strategy (collectively, the “Risks”).
For additional information on these Risks, see Redline’s most recently filed Annual Information Form and Annual MD&A, which are available on SEDAR at www.sedar.com and on the Company’s website at www.rdlcom.com. Redline assumes no obligation to update or revise any forward-looking statements or forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by law. All forward looking statements contained in this release are expressly qualified in their entirety by this cautionary statement.
For further information:
Chief Executive Officer