Company believes its common shares do not adequately reflect their underlying value and may purchase its common shares in the marketVancouver, BC, Canada — March 14, 2013 —
CounterPath Corporation (“CounterPath” or the “Company”) (NASDAQ:CPAH) (TSX:CCV), an award-winning provider of desktop and mobile VoIP software products and solutions, announced today that the Toronto Stock Exchange (“TSX”) has accepted its Notice of an Intention to Make a Normal Course Issuer Bid (“NCIB”) which shall commence on March 19, 2013 and terminate on March 18, 2014, or such earlier date when the maximum number of shares are purchased.
Under the NCIB, the Company may acquire up to an aggregate of 2,462,365 common shares over the next 12-month period representing approximately 10% of the public float of the Company. There were 41,898,579 common shares of the Company issued and outstanding as of March 11, 2013.
CounterPath believes that its common shares currently trade in a price range that does not adequately reflect their underlying value based on CounterPath’s business prospects and strong financial position.
Purchases subject to this NCIB will be carried out pursuant to open market transactions through the facilities of the TSX or such other stock exchange or quotation system upon which the Company’s shares are then listed or quoted, including other Canadian marketplaces, by National Bank Financial Inc. on behalf of CounterPath in accordance with applicable regulatory requirements.
CounterPath also announces that it has entered into an automatic share purchase plan (the “Plan”) with its broker, National Bank Financial Inc., in order to facilitate purchases of its common shares under the NCIB. Under the Plan, the broker may purchase shares on CounterPath’s behalf under the NCIB at times when CounterPath would ordinarily not be permitted to purchase shares due to internal trading blackout periods, insider trading rules or otherwise. The Plan has been approved by the TSX and will be implemented as of March 19, 2013. Purchases will be made by CounterPath’s broker on the open market based upon the parameters prescribed by the TSX, applicable laws and the terms and conditions of the Plan.
During the twelve-month period ended March 11, 2013, CounterPath purchased 91,128 common shares at a volume weighted average price of $2.03 pursuant to its normal course issuer bid.
The Company is permitted to make block purchases once per calendar week in accordance with the rules of the TSX. Daily repurchases under the NCIB will be restricted to 1,220 shares representing 25% of the average daily trading volume of 4,881 shares, subject to certain prescribed exemptions. All common shares purchased by the Company under the NCIB will be returned to treasury and cancelled.
To the knowledge of CounterPath, no director, senior officer or other insider of CounterPath currently intends to sell any common shares under this bid. However, sales by such persons through the facilities of the TSX may occur if the personal circumstances of any such person change or if any such person makes a decision unrelated to these normal course purchases. The benefits to any such person whose shares are purchased would be the same as the benefits available to all other holders whose shares are purchased.
CounterPath’s standards based VoIP softphones are changing the face of telecommunications. The BYOD VoIP favorite, Bria softphone for mobile devices and desktop, together with the company’s easy-to-use client management, provisioning and configuration server enables enterprises, service providers, and OEMs around the globe to offer a seamless and unified communications experience across both fixed and mobile networks. Standards-based, cost-effective and reliable, CounterPath’s award-winning solutions power voice, video, messaging, and presence that empower customers such as Alcatel-Lucent, AT&T, Verizon, BT, Mobilkom Austria, NTT, Rogers, Avaya, BroadSoft, Cisco Systems, GENBAND, Metaswitch Networks, Mitel and NEC. For more information about CounterPath’s Bria softphone applications and CCS solutions, visit: www.counterpath.com/products.