TORONTO, Dec. 23 /CNW/ - Unique Broadband Systems, Inc. ("UBS" or the
"Corporation") (TSX Venture: UBS) announces that 2064818 Ontario Inc.,
a corporation controlled by UBS' former Chief Technology Consultant,
Alex Dolgonos, has served a statement of claim (the "Statement of
Claim") on UBS and each of its directors, Grant McCutcheon, Robert
Ulicki and Henry Eaton, the directors of UBS elected at the special
meeting of shareholders on July 5, 2010.
Among other things 2064818 Ontario Inc. alleges that (i) the directors
of UBS are exercising their powers as directors in a manner that is
oppressive, unfairly prejudicial and unfairly disregards the interests
of UBS shareholders; and (ii) the existing directors have failed to act
honestly and in good faith with a view to the best interests of UBS.
The allegations are made, among other things, in respect of the
amendment of the management services agreement between UBS and Look
Communications Inc. ("Amended MSA"). It is also alleged that the
directors of UBS intentionally triggered a change of control in the
management services agreement with Jolian Investment Limited (a company
controlled by the former Chief Executive Officer of UBS) by failing to
re-elect the former CEO as a director.
The Statement of Claim seeks various relief, including among other
things, (i) the removal of the directors of UBS from its board of
directors, (ii) the setting aside of the Amended MSA or, in lieu
thereof, damages in the amount of $900,000, and (iii) an order
restraining UBS from obtaining any dilutive financing unless existing
shareholders are entitled to participate in such financing on a pro
UBS intends to review the Statement of Claim with its legal counsel and
will provide a full and vigorous defense in due course.
Certain statements contained in this press release constitute
forward-looking statements. The words "may", "would", "could", "will",
"intend", "plan", "anticipate", "believe", "estimate", "expect" and
similar expressions as they relate to UBS are intended to identify
forward-looking statements. Such statements reflect UBS' current views
with respect to future events and are subject to certain risks,
uncertainties and assumptions. Many factors could cause actual results,
performance or achievements that may be expressed or implied by such
forward-looking statements to vary from those described herein should
one or more of these risks or uncertainties materialize. In addition,
there can be no assurance with respect to the outcome of litigation. In
particular, there can be no assurance that UBS will not be found liable
for payments to certain parties in the course of litigation nor can
there be any assurance that UBS will be able to recover any of the
amounts sought in any counterclaim. Except as required by law, UBS does
not assume any obligation to update or revise the forward looking
statements contained in this press release to reflect actual events or
Neither the TSX Venture Exchange nor its Regulation Services Provider
(as that term is defined in the policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this release.
SOURCE Unique Broadband Systems, Inc.
For further information: For further information:
Grant McCutcheon, Chief Executive Officer, UBS at (905) 660-8100 x 2013.