MISSISSAUGA, ON, Feb. 10, 2009 /CNW/ - Certicom Corp. (TSX:CIC.TO)
("Certicom" or the "Company") announced today that it has received notice from
VeriSign, Inc. ("VeriSign") that VeriSign will not exercise its right to match
the offer by Research In Motion Limited ("RIM"), announced on February 3,
2009, to acquire all of the issued and outstanding common shares of the
Company at a cash price of C$3.00 per share by way of a statutory plan of
arrangement (the "RIM Offer").
Under the arrangement agreement between VeriSign and Certicom (the
"VeriSign Agreement"), VeriSign had agreed to acquire all of the issued and
outstanding shares of the Company at a cash price of C$2.10 per share. On
February 4, 2009, Certicom notified VeriSign that the RIM Offer is a "Superior
Proposal" as defined under the VeriSign Agreement. Pursuant to the VeriSign
Agreement, VeriSign had the right, but not the obligation, to offer to amend
the terms of the VeriSign Agreement within five business days.
A meeting of Certicom's Board of Directors will be convened later today
at which it is expected to approve the RIM Offer. If the Board of Directors
approves the RIM Offer, Certicom will be in a position to enter into an
arrangement agreement with RIM as contemplated by the RIM Offer after Certicom
has made payment of a C$4 million termination fee to VeriSign and terminated
the VeriSign Agreement.
Certicom manages and protects the value of content, applications and
devices with government approved security. Adopted by the National Security
Agency (NSA) for government communications, Elliptic Curve Cryptography (ECC)
provides the most security per bit of any known public-key scheme. As the
global leader in ECC, Certicom's security offerings are currently licensed to
hundreds of multinational technology companies, including IBM, General
Dynamics, Motorola, Oracle and Research In Motion. Founded in 1985, Certicom's
corporate offices are in Mississauga, Ontario, Canada with worldwide sales and
marketing headquarters in Reston, Virginia and offices in Europe and Asia.
For further information:
For further information: Media contact: John Lute, (416) 929-5883;
Investor contact: Georgeson Shareholder Services, 1-888-605-7621 (toll free)