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Avigilon Satisfies Regulatory Approval Condition in Connection with Acquisition by Motorola Solutions

Avigilon Satisfies Regulatory Approval Condition in Connection with Acquisition by Motorola Solutions

PR Newswire

VANCOUVER, CANADA, March 7, 2018 /PRNewswire/ – Avigilon Corporation (“Avigilon“) (TSX: AVO), provider of trusted security solutions, is pleased to announce that it has satisfied the required regulatory approvals condition related to the acquisition of Avigilon by Motorola Solutions, Inc. (“Motorola Solutions“) originally announced on February 1, 2018 (the “Arrangement“). Closing of the Arrangement remains subject to approval by Avigilon’s shareholders (“Shareholders“) and the court, as well as other customary closing conditions.

Additional detail on the required regulatory approvals condition is contained in Avigilon’s Notice of Special Meeting and Management Information Circular dated February 21, 2018 respecting the special meeting of Shareholders to be held on March 22, 2018 (the “Meeting“).


Shareholders are encouraged to vote their Avigilon common shares (“Common Shares“) in favour of the Arrangement at the Meeting.

VOTE YOUR SHARES TODAY.
The Avigilon Board of Directors unanimously approves the Arrangement and
recommends that Shareholders Vote FOR the Arrangement.

How to Vote

Registered Shareholders
Shareholders who hold Common Shares under their own names may attend and vote at the Meeting or vote by proxy using one of the following methods:

INTERNET:

www.investorvote.com

TELEPHONE:

1-866-732-VOTE (8683) (toll-free)

FAX:

1-866-249-7775

MAIL:

Computershare Investor Services Inc.


100 University Avenue, 8th Floor


Toronto, Ontario M5J 2Y1

Beneficial Shareholders
Shareholders who hold Common Shares through a broker, bank, or other intermediary will have different voting instructions and should carefully follow the voting instructions provided to them.

Shareholder Questions
Shareholders who have questions or require assistance with voting may contact Avigilon’s Proxy Solicitation Agent:

Laurel Hill Advisory Group
North America toll-free: 1-877-452-7184
International: 416-304-0211
Email: assistance@laurelhill.com

About Avigilon
Avigilon Corporation provides trusted security solutions to the global market. Avigilon designs, develops, and manufactures video analytics, network video management software and hardware, surveillance cameras, and access control solutions. To learn more about Avigilon, visit avigilon.com.

2018, Avigilon Corporation. All rights reserved. AVIGILON, the AVIGILON logo, and TRUSTED SECURITY SOLUTIONS, are trademarks of Avigilon Corporation. Other names or logos mentioned herein may be the trademarks of their respective owners.

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For further information:

Investor Enquiries:
Avigilon Investor Relations
T: (604) 629-5182
investors@avigilon.com

Media Enquiries:
Amy Day
Senior Manager, Global Communications
T: (604) 629-5182 x2625
media@avigilon.com

Forward-Looking Statements
Certain information and statements in this news release contain and constitute forward-looking information or forward-looking statements as defined under applicable securities laws (collectively, “forward-looking statements”). Forward-looking statements normally contain words like ‘believe’, ‘expect’, ‘anticipate’, ‘plan’, ‘intend’, ‘continue’, ‘estimate’, ‘may’, ‘will’, ‘should’, ‘ongoing’ and similar expressions, and within this news release include, without limitation, statements (express or implied) respecting the closing of the Motorola Solutions acquisition and expected actions to follow therefrom.

Forward-looking statements are not guarantees of future performance, actions, or developments and are based on expectations, assumptions, and other factors that Avigilon’s management currently believes are relevant, reasonable, and appropriate in the circumstances, including, without limitation, assumptions that: the acquisition will complete under the terms, structure, and timeline currently contemplated; the Avigilon shareholders meeting will occur and on the timeline currently contemplated; the Avigilon shareholders will provide the requisite approval for the acquisition; all other requisite third party approvals (including, without limitation, from applicable stock exchanges, and courts) in connection with the acquisition will be obtained in a timely manner and on satisfactory terms; Motorola Solutions will have sufficient capital resources to complete the acquisition; the parties will be able to satisfy the other conditions to the closing of the acquisition and on the timeline(s) currently contemplated; Motorola Solutions’ vision and strategy will remain aligned with those of Avigilon; no significant events will occur outside of Avigilon’s normal course of business; and the continuation of the business and operations of Avigilon, and the integration thereof with Motorola Solutions, following completion of the transaction will occur as currently contemplated.

Although Avigilon’s management believes that the forward-looking statements are reasonable, actual results could be substantially different due to the risks and uncertainties associated with and inherent to Avigilon’s business, as more particularly described in the “Risk Factors” section of Avigilon’s Annual Information Form dated March 6, 2018, and in the Management Information Circular for the Special Meeting dated February 21, 2018, each of which is available under Avigilon’s profile on SEDAR at www.sedar.com. Material risks and uncertainties applicable to the forward-looking statements set out herein include, but are not limited to: the acquisition is not completed in a timely fashion or at all; the Avigilon shareholders meeting to approve the acquisition is delayed; the Avigilon shareholders do not approve the acquisition on the current terms or at all; any requisite third party approval is not obtained in a timely fashion (or at all) or on satisfactory terms; Motorola Solutions does not have or obtain sufficient capital resources to complete the transaction; the announcement of the transaction and the dedication of substantial resources of Avigilon to the completion of transaction has a negative impact on Avigilon’s ongoing business operations and future financial condition and prospects; a third party makes a bid to acquire Avigilon prior to the completion of this acquisition; the respective strategies and vision of Avigilon and Motorola Solutions become incongruous leading to, for instance, delays in product development and availability; unforeseen challenges in integrating Avigilon’s business and operations with Motorola Solutions; a loss of key Avigilon personnel, customers, and/or suppliers; and other unforeseen events, developments, or factors causing any of the aforesaid expectations, assumptions, and other factors ultimately being inaccurate or irrelevant. Although Avigilon has attempted to identify factors that may cause actual actions, events or results to differ materially from those disclosed in the forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, predicted, estimated or intended. Also, many of the factors are beyond the control of Avigilon. Accordingly, readers should not place undue reliance on forward-looking statements.

Avigilon undertakes no obligation to reissue or update any forward-looking statements as a result of new information or events after the date hereof except as may be required by law. All forward-looking statements contained in this news release are qualified by this cautionary statement.

SOURCE Avigilon Corporation

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