Tio Networks shareholders approve acquisition by PayPal
Cloud-based payment processing provider Tio Networks has gained shareholder approval for its acquisition by payments giant PayPal. It is expected that the deal will be completed by the second half of 2017.
2017-04-11 17:36 ET - News Release

Ms. Gabrielle Rabinovitch of PayPal reports

TIO NETWORKS CORP. SECURITYHOLDERS OVERWHELMINGLY APPROVE PLAN OF ARRANGEMENT WITH PAYPAL HOLDINGS, INC.

At the special meeting of securityholders of Tio Networks Corp. held on April 10, 2017, securityholders of Tio overwhelmingly voted in favour of a special resolution to approve the proposed transaction, pursuant to which PayPal Holdings Inc. will indirectly acquire all of the issued and outstanding shares of Tio by way of a court-approved plan of arrangement.

Approval of the arrangement required approval by: (i) 66-2/3rds per cent of the votes cast by shareholders present in person or represented by proxy at the meeting; (ii) 66-2/3rds per cent of the votes cast by securityholders present in person or represented by proxy at the meeting, with shareholders and optionholders voting together as a single class; and (iii) a simple majority of the votes cast by shareholders present in person or represented by proxy at the meeting, excluding the votes cast by such shareholders as are required to be excluded pursuant to Multilateral Instrument 61-101 (protection of minority securityholders in special transactions).

At the meeting, approximately 79.26 per cent of the outstanding Tio shares and Tio options were represented in person or by proxy, of which 99.78 per cent voted in favour of the arrangement. Approximately 99.75 per cent of the shareholders other than shareholders whose votes were required to be excluded for the purposes of minority approval under MI 61-101 voted in favour of the arrangement.

Completion of the arrangement remains conditional on approval by the Supreme Court of British Columbia, obtaining regulatory approvals and certain other closing conditions. Tio intends to apply for a final order of the court approving the arrangement on April 13, 2017. Assuming that the conditions to closing are satisfied and the necessary regulatory approvals are obtained, it is expected that the closing of the arrangement will be completed in the second half of 2017.

Further information about the arrangement is set forth in the information circular and proxy statement in respect of the shareholder meeting, which has been filed under Tio's profile on SEDAR, as well as on Tio's investor relations website.

About PayPal Holdings Inc.

Fuelled by a fundamental belief that having access to financial services creates opportunity, PayPal is committed to democratizing financial services and empowering people and businesses to join and thrive in the global economy. Its open digital payments platform gives PayPal's nearly 200 million active account holders the confidence to connect and transact in new and powerful ways, whether they are on-line, on a mobile device, in an app or in person. Through a combination of technological innovation and strategic partnerships, PayPal creates better ways to manage and move money and and offers choice and flexibility when sending payments, paying or getting paid. Available in more than 200 markets around the world, the PayPal platform, including Braintree, Venmo and Xoom, enables consumers and merchants to receive money in more than 100 currencies, withdraw funds in 56 currencies and hold balances in their PayPal accounts in 25 currencies.

About Tio Networks Corp.

Tio is a cloud-based multichannel bill payment processing and receivables management provider, serving the largest telecom, wireless, cable and utility bill issuers in North America. Tio integrates with the back office of billing systems to accept, validate and collect payments through self-service kiosk, retail walk-in, mobile and web solutions. With approximately 60 million transactions processed in fiscal 2016 and a processing network that serves more than 10,000 billers, Tio symbolizes fast, convenient and secure access to expedited bill payment services.

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