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TORONTO, July 13 /CNW/ - Unique Broadband Systems, Inc. (TSX Venture: UBS) ("UBS") announces that Jolian Investments Limited and DOL Technologies Inc., the companies controlled by UBS' former Chief Executive Officer Gerald McGoey and Chief Technology Consultant Alex Dolgonos, respectively, each served a statement of claim on UBS. Among other things, Messrs. McGoey and Dolgonos seek $7.41 million and $6.015 million in immediate termination payments, respectively, under the terms of their respective services agreement ("Services Agreement") with UBS. This is in addition to the $8.29 million and $6.10 million in total compensation awarded to Messrs. McGoey and Dolgonos, respectively, by UBS and Look Communications Inc. in 2009. UBS' market cap at the date of their departure was approximately $8.2 million.
Further to the UBS press release dated July 6, 2010, Mr. McGoey is now seeking a declaration from the Ontario Superior Court of Justice that there was a "company default" and "termination without cause" under his Services Agreement. This claim is in large part due to shareholders not electing Mr. McGoey as a director at the special meeting of shareholders held on July 5, 2010. Similarly, Mr. Dolgonos is seeking a declaration from the Court that he was terminated for "good reason following a change-in-control" in UBS under his Services Agreement.
In addition, Messrs. McGoey and Dolgonos make a number of other allegations, including that a deferred bonus award of $1.2 million, which was awarded to each of them on August 28, 2009, and a share appreciation rights cancellation payment of $600,000 and $330,000, respectively, (together with accrued interest) will be additionally due and owing to them.
Mr. McGoey and the remainder of the former Board of Directors of UBS were removed from office by shareholders at a special meeting held on July 5, 2010. Messrs. McGoey and Dolgonos each provided a notice of termination under their respective Services Agreement on that same date. Mr. McGoey and the former Board of UBS failed to plainly disclose, prior to May 31, 2010, that failing to elect Mr. McGoey to the Board of Directors could allegedly constitute a "company default" under his Services Agreement that triggers $8.61 million in payments, which exceeds 100% of UBS' current market capitalization. Further, the Services Agreements were only publicly filed on SEDAR on June 3, 2010 by Mr. McGoey and the former Board of UBS following a demand to do so by certain concerned shareholders.
"We continue to review the circumstances surrounding Messrs. McGoey and Dolgonos' claims for termination payments under the Services Agreements and the company will respond accordingly," said Grant McCutcheon, Chief Executive Officer of UBS.
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.
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. 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 new circumstances.
SOURCE Unique Broadband Systems, Inc.
For further information: For further information: Robert Ulicki, Chairman, UBS at 416-642-5703