16:52:59 EDT Wed 01 May 2024
Enter Symbol
or Name
USA
CA



Opsens Inc
Symbol OPS
Shares Issued 115,453,608
Close 2023-11-10 C$ 2.84
Market Cap C$ 327,888,247
Recent Sedar Documents

Opsens takeover by Haemonetics receives ISS nod

2023-11-13 10:38 ET - News Release

Mr. Louis Laflamme reports

INDEPENDENT PROXY ADVISORY FIRM ISS RECOMMENDS SHAREHOLDERS VOTE "FOR" OPSENS INC. PLAN OF ARRANGEMENT WITH HAEMONETICS CORPORATION

Institutional Shareholder Services Inc. has recommended holders of common shares in the capital of Opsens Inc. vote for the previously announced indirect acquisition by Haemonetics Corp. of all of the issued and outstanding shares of Opsens for $2.90 in cash per share, pursuant to a statutory plan of arrangement under the Business Corporations Act (Quebec). The arrangement is to be voted on at the special meeting of shareholders to be held on Dec. 1, 2023.

ISS is a leading independent proxy voting and corporate governance advisory firm whose recommendation may influence how certain pension funds, investment managers, mutual funds and other institutional shareholders vote.

ISS recommended to: "Vote for this resolution as the offer represents a significant premium to the unaffected price and the valuation appears credible. Shareholders will be provided certain and immediate cash value. Non-approval risk remains elevated given share price performance relative to benchmark indices since announcement and material execution risks inherent to the company's stand-alone plan."

In reaching its recommendation, ISS stated, among other things, "The special committee was [...] able to negotiate for substantially improved financial terms to the offer."

Welcoming the favourable recommendation, Louis Laflamme, president and chief executive officer of the corporation, commented, "We are pleased that a leading proxy adviser, ISS, has endorsed the arrangement and encourages all Opsens shareholders to vote for the plan of arrangement in advance of the proxy voting cut-off on Nov. 29, 2023."

Vote today

Act now. The deadline for shareholders to vote for the arrangement is 10 a.m. (Montreal time) on Wednesday, Nov. 29, 2023.

Opsens's board of directors, after receiving legal and financial advice and a unanimous recommendation from the special committee of the board entirely comprising independent directors, unanimously determined that the arrangement is in the best interests of Opsens and is fair and reasonable to the shareholders and recommends unanimously that shareholders vote for the special resolution approving the arrangement at the meeting.

Completion of the arrangement is subject to the approval by at least 66-2/3 per cent of the votes cast by the shareholders present virtually or represented by proxy at the meeting, as well as other customary conditions including certain regulatory approvals and the issuance of a final order by the Quebec Superior Court. It is currently expected that the arrangement will be completed by the end of January, 2024.

The terms of the arrangement and the arrangement agreement between the corporation, Haemonetics and 9500-1744 Quebec Inc. dated Oct. 10, 2023, are further described in the management information circular and related materials for the meeting, all of which are available under the corporation's profile on SEDAR+.

Shareholder questions and assistance

If you have any questions or need assistance voting, contact Kingsdale Advisors using your preferred method of communication: call 1-888-327-0819 (toll-free in North America), call 647-251-9709 (text and call enabled outside North America), or e-mail contactus@kingsdaleadvisors.com.

Opsens has retained Kingsdale Advisors as its strategic adviser and investor campaign adviser.

About Opsens Inc.

Opsens focuses mainly on cardiology. The company offers an advanced optical-based pressure guidewire that aims at improving the clinical outcome of patients with coronary artery disease. Its flagship product, the Optowire, is a second-generation fibre optic pressure guidewire designed to provide the lowest drift in the industry and excellent lesions access. The Optowire has been used in the diagnosis and treatment of more than 250,000 patients in more than 30 countries. It is approved for sale in the United States, the European Union, the United Kingdom, Japan and Canada.

We seek Safe Harbor.

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