announced that, as a result of recent discussions with certain shareholders representing approximately 45% of the outstanding voting common shares of the Company, after dealing with certain matters including the appointment of auditors at its annual and special meeting of shareholders on March 26, 2015 (the “Meeting”) it intends to adjourn the Meeting such that the election of directors will take place when the Meeting reconvenes. The Meeting will be reconvened on April 7, 2015 at 11:00 a.m. (Toronto time) at the offices of the Company’s counsel, Gowling Lafleur Henderson LLP, located at 100 King Street West, Suite 1600, Toronto, Ontario.
SQI has been in discussion with the above noted group of shareholders regarding the election of directors following the deposit of proxies in connection with the Meeting earlier this week. These discussions have resulted in an agreement to put forth four new nominees (Messrs. Clive J. Beddoe, Gerald R. Connor, Wilmot L. Matthews and Cameron R. Prange) proposed by these shareholders to stand for election as directors, together with three nominees proposed in the Company’s management proxy circular (Messrs. Andrew Morris, Eric Schneider and Claude Ricks). It is anticipated that if the four new nominees, together with Messers. Morris, Schneider and Ricks are elected at the reconvened Meeting, the new Board will be chaired by Clive Beddoe, who is currently Chairman and principal founder of WestJet Airlines. The remaining management nominees have withdrawn from the director election process. The Company would like to thank Messrs. Peter Winkley, Paul Mountain, David Williams and Dr. Allan Pronovost for their contributions to the Company and past service to the Board.
The Meeting is being adjourned until April 7, 2015 to allow this press release to be issued informing shareholders of this development.
“Significant shareholders have expressed an interest in taking a more active role in the Company and we welcome their involvement,” said Peter Winkley, chair of the board of directors of the Company.
The new director nominees bring a wealth of business experience to the Company. The following information on the new nominees has been provided by the nominees:
Clive J. Beddoe – Mr. Beddoe is the Chair of the Board of WestJet Airlines Ltd., President of The Hanover Group of Companies, a private investment company, and a former Director of Alberta Investment Management Corp. Mr. Beddoe, a successful entrepreneur, brings a strong background in financial planning and strategic management. Mr. Beddoe has been the recipient of honorary degrees from the University of Calgary and Wilfred Laurier University and was appointed the 2010/2011 Jarislowsky Resident Fellow in Business Management at the Haskayne School of Business at the University of Calgary. In 2012, Mr. Beddoe was inducted into the Canadian Business Hall of Fame and, in 2013, he was inducted into the Calgary Business Hall of Fame.
Gerald R. Connor – Mr. Connor is the Chairman of Cumberland Private Wealth Management Inc., which currently manages assets in excess of $2.0 billion for primarily high net worth investors. Prior to founding Cumberland Private Wealth Management Inc. in 1997, Mr. Connor was President of Connor, Clark & Company Ltd. (1977 to 1997) and Chairman of the board of directors of Connor, Clark & Lunn Investment Management. Mr. Connor has over 47 years of investment experience. Mr. Connor is also a trustee of Allied Properties Real Estate Investment Trust and Chair of its audit committee.
Wilmot L. Matthews – Mr. Matthews has been involved in all aspects of investment banking by serving in various positions with Nesbitt Burns Inc. and its predecessor companies from 1964 until his retirement in September, 1996, most recently as Vice Chairman and Director. Mr. Matthews is currently a director of WestJet Airlines Ltd., President of Marjad Inc., a private investment company, a current member of the Investment Advisory Committee of Imperial Capital, a private equity fund manager, and is also a Trustee of the Toronto Symphony Orchestra Foundation. Mr. Matthews received his Bachelor of Arts in Math, Physics and Chemistry from the University of Toronto, his Master of Science in Economics from the London School of Economics in London, England, and is a Chartered Accountant.
Cameron R. Prange – Mr. Prange is the Chief Executive Officer, Chief Financial Officer and a director of Maclos Capital, Inc. (formerly LMS Medical Systems Inc.). Mr. Prange serves as President of Kingsdale Capital Markets Inc. As one of its founding partners, Mr. Prange joined Kingsdale at its inception in early 2002. Mr. Prange has over 32 years of experience in the securities industry and previously served as President of Equisure Securities. Mr. Prange holds a Bachelor of Arts degree from the University of Waterloo.
SQI has been advised that no proposed director is to be elected under any arrangement or understanding between the proposed director and any other person or company, except the directors and executive officers of the Company acting solely in such capacity.
The deadline for the deposit of proxies has been extended to 11:00 a.m. (Toronto time) on April 2, 2015. Shareholders who wish to vote, revoke or amend their proxies can follow the procedures set out in the management proxy circular of the Company dated February 25, 2015 which can be found on www.sedar.com and will be permitted to make changes until the revised proxy cut-off deadline. Beneficial shareholders who wish to attend the Meeting and vote their shares in person should follow the instructions set out in their Voting Information Forms. Beneficial shareholders who have already submitted their Voting Information Forms and wish to amend or revoke their instructions should contact their intermediary to provide a control number or request a new Voting Information Form.
About SQI Diagnostics
SQI Diagnostics is a life sciences and diagnostics company that develops and commercializes proprietary technologies and products for advanced microarray diagnostics. The Company’s proprietary microarray tests and fully-automated systems are designed to simplify protein and antibody testing workflow, increase throughput, reduce costs and provide excellent data quality. For more information, please visit www.sqidiagnostics.com.
Investor Relations Contact:
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This news release contains certain forward-looking statements, including, without limitation, statements containing the words “will”, “to be” and other similar expressions which constitute “forward-looking information” within the meaning of applicable securities laws. Forward-looking statements reflect the Company's current expectation and assumptions, and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those anticipated.
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