Infowave Software, Inc. (TSX:IW) ("Infowave"), a leading provider of enterprise mobile applications (EMA), today announced that the corporate reorganization (the "Reorganization") involving Infowave and 0698500 B.C. Ltd. ("Investor") previously announced on November 19, 2004 has been approved by Infowave's securityholders. Under the Reorganization, which will be completed by way of two separate plans of arrangement, Infowave will transfer all of its assets to a new company ("Newco"), all of the shares of which will be owned by the existing shareholders of Infowave after exchanging their Infowave shares for shares of Newco on a one-for-one basis under the first plan of arrangement. The Investor will then acquire a majority equity interest in Infowave by paying approximately C$5.45 million to Newco. Thereafter, under the second plan of arrangement, shares of Infowave, representing a minority equity interest, will be distributed to the current shareholders of Infowave.
The first plan of arrangement was approved by a majority of the securityholders of Infowave at a meeting of such securityholders, and the second plan of arrangement was approved by a majority of the shareholders of Infowave at a subsequent meeting of shareholders.
The closing of the Reorganization remains subject to the satisfaction of certain conditions precedent, including receipt of court and regulatory approvals.
About Infowave
Infowave (TSX:IW) provides enterprises with scalable and robust mobile solutions for improving operational efficiency and increasing the productivity of mobile workers. Infowave's configurable enterprise mobile application (EMA) suite, Telispark Mobile Enterprise, is designed to streamline and integrate business operations required by mobile workers. Infowave mobile solutions are sold directly and indirectly through telecommunications carriers, independent software vendors and systems integrator partners. Some of the world's most innovative organizations, including Hydro One, Shell Oil, Unilever and the U.S. Navy use Infowave solutions to increase the efficiency of their large mobile workforces. For more information, please email info@infowave.com or visit www.infowave.com.
Forward-Looking Statement
This press release contains statements that constitute "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements, to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements in this release include a number of risks, uncertainties and other factors, such as the need to develop, integrate and deploy applications to meet our customer's requirements, the possibility of development or deployment difficulties or delays, the dependence on our customer's satisfaction with Infowave's software, its continued commitment to the deployment of the solution, the risks involved in developing software solutions and integrating them with third-party software and services and the other risks and uncertainties described in our Form 10-K filed with the United States Securities and Exchange Commission. We disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.