TORONTO, June 8, 2022 /CNW/ - Pluribus Technologies Corp. (TSXV: PLRB) ("Pluribus" or the "Company"), a growing acquiror of small, profitable technology companies, is pleased to announce the results of its annual and special meeting of shareholders (the "Meeting") held on June 8, 2022.
A total of 8,454,740 shares were voted at the Meeting in person or by proxy, representing 53.56% of the votes attached to all of Company's issued and outstanding common shares. All matters submitted to shareholders for approval as set out in the Company's Notice of Meeting and Management Information Circular dated May 9, 2022 were approved by an overwhelming majority of votes cast at the Meeting.
At the Meeting, management presented to the shareholders its nominees for election as directors. The following individuals were elected to serve as directors of the Company for the ensuing year:
|
Name
|
Votes in Favour
|
Votes Withheld/Abstained
|
|
Richard Adair
|
8,404,741 (99.41%)
|
49,999 (0.59%)
|
|
Elmer Kim
|
8,404,241 (99.40%)
|
50,499 (0.60%)
|
|
Carolyn Currie
|
8,404,741 (99.41%)
|
49,999 (0.59%)
|
|
Jim Dunbar
|
8,404,241 (99.40%)
|
50,499 (0.60%)
|
|
Warner Sulz
|
8,181,641 (96.77%)
|
273,099 (3.23%)
|
|
David Coombs
|
8,172,693 (96.66%)
|
282,047 (3.34%)
|
|
Alfred Apps
|
8,181,641 (96.77%)
|
273,099 (3.23%)
|
At the Meeting, Shareholders were asked to fix the board of directors of the Company (the "Board") at seven (7) and to authorize the Board to determine the number of directors of the Company within the minimum and maximum numbers set forth in the articles of the Company and the number of directors to be elected at the Company's next annual meeting of Shareholders. The special resolution in respect of the size of the Board was approved:
|
Votes in Favour
|
Votes Withheld/Abstained
|
|
8,404,741 (99.41%)
|
49,999 (0.59%)
|
At the Meeting, shareholders were asked to approve the re-appointment of EY Canada LLP as the Company's auditors for the ensuing year. According to votes cast, EY Canada LLP was re-appointed as the Company's auditors with 100% of the votes in favour.
At the Meeting, shareholders were asked to ratify the ten percent rolling stock option plan of the Company, as required by the TSX Venture Exchange ("TSXV") on an annual basis. The resolution in respect of the stock option plan was approved:
|
Votes in Favour
|
Votes Withheld/Abstained
|
|
8,403,941 (99.40%)
|
50,799 (0.60%)
|
Finally, at the Meeting shareholders passed a special resolution to ratify and confirm an amendment to the Corporation's by-laws. The resolution in respect of the Company's by-laws was approved:
|
Votes in Favour
|
Votes Withheld/Abstained
|
|
6,965,366 (82.38%)
|
1,489,374 (17.62%)
|
Stock Option Grant
Pluribus has granted incentive stock options ("Options") to purchase an aggregate of 119,702 common shares (the "Common Shares") of the Company to an officer of the Company pursuant to the Company's stock option plan (the "Option Grant"). The Options are exercisable until June 7, 2027 at a price of $4.72 per Common Share, and vest in accordance with the following schedule: 1/3 on December 7, 2022, 1/3 on June 7, 2023 and 1/3 on June 7, 2024.
The issuance of the Options, as contemplated in this news release, is subject to the terms of the Company's stock option plan and TSXV approval.
About Pluribus Technologies Corp.
Pluribus is a technology company that is a value-based acquirer of small, profitable business-to-business technology companies in a range of verticals and industries. Pluribus provides its acquisitions access to experienced sales and marketing resources, strategic partnership opportunities, a diverse portfolio of customers in different geographical markets and enabling technologies to create new revenue streams and provide the opportunity for these companies to grow in their respective markets. For more information, please visit: https://www.pluribustechnologies.com/.
Forward-Looking Information
Certain information in this press release constitutes forward-looking statements under applicable securities laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking information in this press release includes, but is not limited to, statements with respect to the business plans of the Company, including the successful completion and pace of future acquisitions, the Company management's expectation on the growth, profitability and performance of its current and future acquisitions, TSXV approval of the Option Grant, the Company's ability to continue acquiring business-to-business software companies at reasonable prices and the Company's ability to grow its portfolio companies into significant organizations. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "expect", "potential", "believe", "intend" or negatives of these terms and similar expressions.
Forward-looking statements are based on certain assumptions, including the Company's ability to complete acquisitions on favorable terms; the Company's ability to manage a complex portfolio of companies effectively;the Company's ability to scale its management team to support a rapid pace of growth; the Company's ability to raise sufficient financing to continue the pace of its acquisition strategy; the Company's ability to maintain its rapid pace of growth. Other assumptions include industry trends, the availability of growth opportunities, and general business, economic, competitive, political, regulatory and social uncertainties will not prevent the Company from conducting its business. While the Company considers these assumptions to be reasonable based on information currently available, they are inherently subject to significant business, economic and competitive uncertainties and contingencies and they may prove to be incorrect. Forward-looking information speaks only to such assumptions as of the date of this release.
Forward-looking statements also necessarily involve known and unknown risks, including without limitation, risks associated with general economic conditions, including the COVID-19 pandemic, adverse industry events, marketing costs, loss of markets, future legislative and regulatory developments, the inability to access sufficient capital on favourable terms, the Company's limited operating history; ability to complete favorable acquisitions; the software industry in Canada and internationally, income tax and regulatory matters, the ability of the Company to execute its business strategies, including the ability manage a complex portfolio of companies effectively, competition, currency and interest rate fluctuations, and other risks.
Readers are cautioned that the foregoing is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ from those anticipated. Forward-looking statements are not guarantees of future performance. The purpose of forward-looking information is to provide the reader with a description of management's expectations, and such forward-looking information may not be appropriate for any other purpose. Except as required by law, the Company disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, events or otherwise. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this press release.
Contact:
Craig Armitage
LodeRock Advisors
investors@pluribustechnologies.com
+1 (416) 347-8954
Richard Adair
Chief Executive Officer
Pluribus Technologies Corp.
1 (800) 851-9383
SOURCE Pluribus Technologies Corp.
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