TORONTO, April 29, 2021 - Topicus.com Inc. (the "Company") (TSXV: TOI) announced today that the threshold for the mandatory conversion of all preferred shares of the Company, and all preference units of its subsidiary Topicus.com Coöperatief U.A. (the “Coop”), has now been reached.
As contractually agreed by Constellation Software Inc. (TSX: CSU) and the other investors in the Coop, once the subordinate voting shares of the Company reach a pre-determined average trading price, determined on the basis of the 60-day volume weighted average trading price of such shares for any 60-day trading period (the “Target Share Price”), all outstanding preferred shares of the Company and preference units of the Coop must be, at the option of the respective holder, either converted into subordinate voting shares of the Company or ordinary units of the Coop respectively (on a one-for-one basis), or, if such holder does not choose such conversion, then such preferred shares or preference units must be sold to and purchased by the Company and the Coop respectively in exchange for a cash payment equal to approximately EUR 19.06 per share or per unit as applicable.
As of April 29, 2021, the Target Share Price has now been reached. As a result, the holders of the preferred shares of the Company and the preference units of the Coop will be required to provide their election no later than May 29, 2021. The actual conversion or redemption of the preferred shares and the preference units will occur on February 1, 2022.
About Topicus.com Inc.
Topicus.com Inc. is a leading pan-European provider of vertical market software and vertical market platforms to clients in public and private sector markets. Operating and investing in countries and markets across Europe with long-term growth potential, Topicus.com Inc. acquires, builds and manages leading software companies providing specialized, mission-critical and high-impact software solutions that address the particular needs of customers.
For further information, contact:
Jamal Baksh, Chief Financial Officer
Tel: (416) 861-9677