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Turnium Technology Group Creates Special Committee to Review Non-Binding LOI to Acquire the Shares of the Company
Vancouver, Canada--(Newsfile Corp. - April 3, 2023) - Turnium Technology Group Inc. (TSXV: TTGI) ...
About this update from Turnium Technology Group Inc Class A
[{"type":"text","content":"Turnium Technology Group Creates Special Committee to Review Non-Binding LOI to Acquire the Shares of the CompanyVancouver, Canada--(Newsfile Corp. - April 3, 2023) - Turnium Technology Group Inc. (TSXV: TTGI) (\"Turnium\" or the \"Company\"), an industry leader in cloud-native software-defined wide area networking solutions (SD-WAN), announces that it has entered into a non-binding letter of intent (the \"Non-Binding LOI\") with respect to a potential share purchase transaction (the \"Potential Transaction\") with one of its publicly listed strategic partners. The final structure and terms of the Potential Transaction have not yet been finalized.In order to assess the benefits of the Proposed Transaction, negotiate the final structure and terms of the Proposed Transaction and provide a determination to the Board of Directors of the Company with respect to the Proposed Transaction, a special committee comprising independent members of the Company's Board of Directors (the \"Special Committee\") has been formed. The Special Committee will retain Canaccord Genuity Group Inc. as financial advisors for the purpose of reviewing the Non-Binding LOI and providing advice as to the negotiation of the final valuation for the Proposed Transaction and the financial merits of the Potential Transaction to the stakeholders of the Company.The indicative terms of the Non-Binding LOI contemplate that: (i) the Company's shareholders and securityholders will complete a share exchange for shares in the strategic partner at an exchange ratio that has yet to be determined; and (ii) that the Company will at closing become a subsidiary of the strategic partner. It is anticipated that a financing will be undertaken in connection with the Potential Transaction, but the terms of such financing have not been determined and no broker has been engaged in connection with such potential financing. The parties to the Non-Binding LOI will now embark upon a due diligence exercise and the Special Committee will undergo a process of negotiation and consideration of a definitive and binding purchase agreement. Further updates and particulars of the Transaction will be provided upon the Company and the strategic partner entering into the definitive and binding purchase agreement in connection with the Potential Transaction.There can be no assurance that the execution ...