When last we left RIM and Certicom, the encryption software company was seeking rival offers counter to RIM’s takover bid. RIM, however, has continued to move forward, announcing today that a wholly-owned subsidiary of RIM has formally commenced its take-over bid for all of the outstanding common shares of Certicom for CAD $1.50 in cash per share, subject to certain terms and conditions. The offer will be open for acceptance until 5:00 p.m. (Toronto time) on January 15, 2009 unless withdrawn or extended by RIM’s subsidiary.
The CAD $1.50 in cash per common share represents a premium of approximately 76.5% over the closing price of Certicom shares on December 2, 2008, being the last day prior to RIM’s public notice of its intention to make the Offer and a premium of approximately 76.1% over the volume weighted average price of the Certicom shares for the 20 trading days prior to December 3, 2008.
The Offer is subject to customary conditions including that at least 66 2/3% of the Certicom shares (on a fully-diluted basis) are validly deposited and not validly withdrawn on the expiry date of the Offer.
Certicom shareholders are urged to read the take-over bid circular and related documents. Questions regarding the Offer and assistance in depositing Certicom shares under the Offer should be directed to Kingsdale Shareholder Services Inc., the Information Agent for the Offer, at 1-800-775-4067.
Copies of the take-over bid circular and related documents may be obtained without charge from CIBC Mellon Trust Company, the Depositary for the Offer, at 1-800-387-0825.