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Q9 Shareholders Approve Plan of Arrangement
Toronto, ON - October 10, 2008 - Q9 Networks Inc. ("Q9") (TSX: Q) announced today that its shareholders approved the proposed plan of arrangement pursuant to which an affiliate of ABRY Partners, LLC ("ABRY"), will purchase all of the outstanding common shares (other than those owned by ABRY or its affiliates) of Q9, at a price of C$17.05 per common share in cash.
At the special meeting of shareholders held today, shareholders holding 82.18% of the Company's outstanding common shares voted and the transaction was approved by 99.99% of the votes cast by all holders of common shares, and 99.99% of the votes cast by all holders of common shares other than Osama Arafat, Chief Executive Officer of Q9, and Paul Sharpe, President and Chief Operating Officer of Q9.
The final Court hearing in respect of the transaction is scheduled to be held on October 15, 2008. It is anticipated that the transaction will be completed by November 21, 2008, which is the outside date under the terms of the acquisition agreement.
Forward Looking Statements
This media release includes certain forward-looking statements within the meaning of applicable securities laws relating to the proposal to acquire all of the outstanding shares of Q9. Any statements contained herein that are not statements of historical facts may be deemed to be forward-looking statements. The completion of the proposed transaction is subject to a number of terms and conditions, including, without limitation: (i) necessary court approvals, and (ii) certain termination rights available to the parties under the acquisition agreement. These approvals may not be obtained, the other conditions to the transaction may not be satisfied in accordance with their terms, and/or the parties to the acquisition agreement may exercise their termination rights, in which case the proposed transaction could be modified, restructured or terminated, as applicable.
Readers are cautioned not to place undue reliance on forward-looking statements. Actual results and developments may differ materially from those contemplated by these statements depending on, among other things, the risks that the parties will not proceed with a transaction, that the ultimate terms of the transaction will differ from those that are currently contemplated, and that the transaction will not be successfully completed for any reason (including the failure to obtain any required approvals). Q9 does not intend, and disclaims any obligation, except as required by law, to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.
About Q9 Networks
Q9 Networks is a leading Canadian provider of outsourced data centre infrastructure for organizations with mission-critical IT operations. Q9's data centres and network are backed by an industry leading SLA which guarantees 100% network and power availability. Q9 managed services, including: bandwidth, dedicated servers, firewalls, load balancing, virtual private networking (VPN) and back-up/restore, enable the rapid provisioning and scalability of client infrastructure.
About ABRY
Based in Boston, Massachusetts, ABRY Partners enjoys a position as one of the most experienced and successful media and communications focused private equity investment firms in North America. Since 1989, ABRY Partners has completed over $21 billion of leveraged transactions and other private equity and mezzanine investments, representing investments in more than 500 media and communications properties. Extensive and long-standing relationships with many different stakeholders in the media, communications and finance businesses allow ABRY Partners to contribute significant value to operating partners and portfolio companies. ABRY Partners has extensive experience in data centre space through its existing U.S. data centre portfolio companies CyrusOne and Hosted Solutions. More information is available at www.abry.com.
For further information, please contact:
Kevin Spikes
Director of Corporate & Investor Relations
Q9 Networks Inc.
Toronto: 416-848-3311
Toll Free: 1-888-696-2266
media.relations@Q9.com
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