KITCHENER, ON, Dec. 3, 2019
/CNW/ - Quarterhill Inc. ("Quarterhill") (TSX: QTRH) (NASDAQ:
QTRH) today announced that its Board of Directors has approved the
delisting of Quarterhill's common shares (the "Common Shares") from
the Nasdaq Global Select Market (the "Nasdaq"). On December 3, 2019, Quarterhill notified the Nasdaq
of its intention to file a Form 25 with the United States
Securities and Exchange Commission (the "SEC") on or about
December 13, 2019 to effect the
voluntary delisting of the Common Shares from the Nasdaq.
Thereafter, on or about December 23,
2019, Quarterhill intends to file a Form 15 with the SEC to
terminate the registration of the Common Shares in the United States and suspend Quarterhill's
reporting obligations under the United States Securities Exchange
Act of 1934, as amended (the "Exchange Act").
Quarterhill and its Board of Directors have made the decision to
delist the Common Shares from the Nasdaq and to terminate
registration under the Exchange Act following their review and
careful consideration of the significant administrative burden and
costs of being a United States
reporting company. The savings to be derived from this change are
expected to be financially meaningful to Quarterhill and may exceed
CDN$1,000,000 in 2020 and following
years, thus reflecting Quarterhill's continued disciplined focus on
managing costs for the benefit of its business and
shareholders.
Despite this change, Quarterhill will continue to comply with
all of its Canadian continuous disclosure and corporate governance
obligations and the Common Shares will continue to be listed and
traded (including by US shareholders) on the Toronto Stock
Exchange, which has been the most active venue for trading and
liquidity of the Common Shares, and hosts some of Quarterhill's
largest and most well-known peer companies in the M&A
aggregation sector.
About Quarterhill
Quarterhill is focused on the
disciplined acquisition, management and growth of companies in
dedicated technology areas including, vertical market software and
solutions, intelligent industrial systems, and innovation and
licensing. Quarterhill's emphasis is on seeking out acquisition
opportunities at reasonable valuations that provide a foundation
for recurring revenues, predictable cash flows and margins,
profitable growth, intimate customer relationships and dedicated
management teams. Quarterhill is listed on the TSX and NASDAQ under
the symbol QTRH. For more information: www.quarterhill.com.
Forward-looking Information
This news release contains forward-looking statements and
forward-looking information within the meaning of the U.S. Private
Securities Litigation Reform Act of 1995 and other United States and Canadian securities
laws. Forward-looking statements and forward-looking
information are based on estimates and assumptions made by
Quarterhill in light of its experience and its perception of
historical trends, current conditions, expected future developments
and the expected effects of new business strategies, as well as
other factors that Quarterhill believes are appropriate in the
circumstances. Many factors could cause Quarterhill's actual
performance or achievements to differ materially from those
expressed or implied by the forward-looking statements or
forward-looking information. Such factors include, without
limitation, the risks described in Quarterhill's February 28, 2019 annual information form for the
year ended December 31, 2018 (the
"AIF"). Copies of the AIF may be obtained at www.sedar.com
and as part of Quarterhill's Form 40-F for the year ended
December 31, 2018 filed with the U.S.
Securities and Exchange Commission and available at www.sec.gov.
Quarterhill recommends that readers review and consider all of
these risk factors and notes that readers should not place undue
reliance on any of Quarterhill's forward-looking statements.
Quarterhill has no intention, and undertakes no obligation, to
update or revise any forward-looking statements or forward-looking
information, whether as a result of new information, future events
or otherwise, except as required by law.
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SOURCE Quarterhill Inc.