WATERLOO, ON, April 15, 2015 /CNW/ - Sandvine Corporation (TSX:SVC), a leading provider of intelligent network policy control solutions for fixed and mobile operators, today announced that five of its officers are disclosing the adoption of automatic securities disposition plans ("ASDPs"), either individually or through certain family trusts with which each such officer is, respectively, associated.
Canadian securities legislation permits insiders to adopt written ASDPs to dispose of shares in the future pursuant to the terms of the ASDP on an automatic basis. Once an ASDP is established, the insider is not permitted to exercise any further discretion or influence over how dispositions will occur under the ASDP, subject to certain exceptions.
Sandvine recognizes that insiders, or respective family trusts with which such insiders may be associated, may decide to dispose of shares for personal reasons unrelated to their assessment of Sandvine's current or future prospects. These reasons might include, for example, charitable donations, tax and estate planning, retirement planning, the purchase of a home, the payment of university tuition for a child, the establishment of a trust, the balancing of assets and diversification of investments in an orderly manner, or other personal reasons. Sandvine also recognizes that many of its insiders and employees have a substantial portion of their personal net worth represented by securities of Sandvine. Sandvine is of the view that an ASDP is an effective vehicle to deal with such situations.
The form of ASDP being utilized by Sandvine's officers includes the following characteristics:
- The ASDPs are required to be adopted at a time when there is no undisclosed material information in the possession of the officers;
- The ASDPs include a "cooling-off" period of 30 days between the adoption of the ASDP and the date on which the first disposition under the ASDP may be made;
- The ASDPs have meaningful restrictions on the ability of the insider to modify or terminate the ASDP;
- The ASDPs provide for regular sales of smaller amounts (relative to individual holdings of each officer) over a period of time rather than large sales during a short period of time after adoption of the ASDP; and
- Each ASDP is subject to a daily volume limit on sales to be made under the ASDP. Sales under each individual's ASDP shall not exceed 5% of the average daily volume of shares traded for the preceding five days.
The following officers of Sandvine have recently established ASDPs:
- Don Bowman, Chief Technology Officer entered into an ASDP that provides for the sale of up to 700,000 common shares of Sandvine held by The Don Bowman Trust over a 24-month term, subject to certain limit order prices and volumes.
- Dave Caputo, President and Chief Executive Officer entered into an ASDP that provides for the sale of up to 434,704 common shares of Sandvine held by The Dave Caputo Trust over a 24-month term, subject to certain limit order prices and volumes.
- Tom Donnelly, Chief Operating Officer, Sales and Global Services entered into an ASDP that provides for the sale of up to 900,000 common shares of Sandvine held by The Tom Donnelly Trust over a 24-month term, subject to certain limit order prices and volumes.
- Brad Siim, Chief Operating Officer entered into an ASDP that provides for the sale of up to 1,200,000 common shares of Sandvine currently held by The Brad Siim Trust over a 24-month term, subject to certain limit order prices and volumes.
- Scott Hamilton, Vice-President and Chief Financial Officer entered into an ASDP that provides for the exercise of up to 320,060 options of Sandvine held by Mr. Hamilton and for the subsequent sale of up to 320,060 of the underlying common shares of Sandvine over a 14-month term, subject to certain limit order prices and volumes.
Dispositions by the respective trusts (or individual, as the case may be) under their respective ASDPs will be reported by the respective insiders in accordance with applicable Canadian securities laws. Each such filing will bear a notation to advise readers that the dispositions have been made pursuant to an ASDP.
Sandvine's network policy control solutions add intelligence to fixed, mobile and converged communications service provider networks to enable services that can increase revenue and reduce network costs. Powered by Sandvine's Policy Engine and SandScript policy language, Sandvine's networking equipment performs end-to-end policy control functions including traffic classification, and policy decision and enforcement across the data, control and business planes. Sandvine's products provide actionable business insight, the ability to deploy new subscriber services and tools to optimize traffic while enhancing subscriber Internet quality of experience.
Sandvine's network policy control solutions are deployed in more than 250 networks in over 90 countries, serving hundreds of millions of data subscribers worldwide, www.sandvine.com.
For further information: INVESTOR RELATIONS CONTACT: Rick Wadsworth, Sandvine, +1 519 880 2400 ext. 3503, [email protected]