The Prospectus qualifies the distribution of 5,554, 446 common shares of which 4,444, 446 common shares will be issued and sold by Avigilon and 1,110, 000 common shares will be sold by certain shareholders (the "Selling Shareholders"), at a price of $4.50 per common share, for total gross proceeds to Avigilon of $20,000, 007 and to the Selling Shareholders of $4,995, 000.
The underwriting syndicate for the Offering is led by Raymond James Ltd. and includes BMO Nesbitt Burns Inc. and GMP Securities L.P. (collectively, the "Underwriters").
Avigilon and the Selling Shareholders have also granted the Underwriters an over-allotment option, exercisable in whole or in part at any time for a period of 30 days following the closing of the Offering, to purchase, in aggregate, up to an additional 833,167 common shares exercisable at $4.50 per common share. The Offering is expected to close on or about November 8, 2011.
Avigilon intends to use the net proceeds of the Offering to expand sales and marketing in North America and internationally, to expand product development, and for working capital and general corporate and administrative purposes.
Avigilon has received conditional listing approval for the listing of its common shares on the Toronto Stock Exchange (the "TSX") under the symbol "AVO" subject to Avigilon fulfilling all of the requirements of the TSX on or before January 23, 2012.
A copy of the Prospectus has been filed on SEDAR and is available for review at sedar.com/.
Avigilon (Avigilon.com) is a leader in the design, manufacturing and marketing of high definition, network-based video surveillance systems and equipment for the global security market. The Avigilon surveillance system has been designed to provide high quality video capture, transmission, recording and playback. The components of the Avigilon system include cameras, recording hardware and software which may be sold separately or in combination to provide customers with a customizable end-to-end video surveillance solution.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state of the United States in which such offer, solicitation or sale would be unlawful. The securities have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or any applicable securities laws of any state of the United States and may not be offered or sold in the United States absent such registration or an applicable exemption from such registration requirements.
Forward Looking Statements
Certain statements contained in this news release, including all statements that are not historical facts, contain forward-looking statements and forward-looking information within the meaning of applicable securities laws. Such forward-looking statements or information include, but are not limited to, statements with respect to the Offering.
Often, but not always, forward-looking statements or information can be identified by the use of words such as "plans","expects" or "does not expect","is expected","budget","scheduled","estimates","forecasts","intends","anticipates" or "does not anticipate" or "believes" or variations of such words and phrases or statements that certain actions, events or results "may","could","would","might" or "will" be taken, occur or be achieved. With respect to forward-looking statements and information contained herein, we have made numerous assumptions including among other things, the successful completion of the Offering. Although our management believes that the assumptions made and the expectations represented by such statement or information are reasonable, there can be no assurance that any forward-looking statement or information referenced herein will prove to be accurate. Forward-looking statements and information by their nature are based on assumptions and involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statement or information. Such risks, uncertainties and other factors include, among other things those risks identified in Avigilon’s prospectus filed on SEDAR at sedar.com.
Although we have attempted to identify factors that would cause actual actions, events or results to differ materially from those disclosed in the forward-looking statements or information, there may be other factors that cause actions, events or results not to be as anticipated, 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 or information. Avigilon undertakes no obligation to reissue or update any forward-looking statements or information as a result of new information or events after the date hereof except as may be required by law. All forward-looking statements and information herein are qualified by this cautionary statement.