|By Marketwired .||
|June 18, 2014 04:36 PM EDT||
CALGARY, ALBERTA -- (Marketwired) -- 06/18/14 -- Veraz Petroleum Ltd. ("Veraz") (TSX VENTURE:VRZ.H) and Momentus Energy Corp. ("Momentus") announce they have amended the previously announced arrangement agreement between them so as to extend the outside date by which Momentus shall acquire Veraz by way of reverse take-over pursuant to a plan of arrangement (the "Reverse Take-Over") in accordance with such agreement from June 30, 2014 to July 31, 2014. The purpose of the extension is to facilitate the completion of Momentus' previously announced private placement of subscription receipts, it being a condition to completion of the Reverse Take-Over that Momentus raise minimum aggregate gross proceeds of $11 million pursuant to the private placement.
In connection with such extension, Veraz intends to conduct the annual business to be conducted at its annual and special meeting of shareholders to be held on June 20, 2014, and then adjourn the meeting to 10:00 a.m. (Calgary time) on July 17, 2014, at which time it will conduct the special business related to the approval of the Reverse Take-Over and the related consolidation and name change, all as described in the joint information circular and proxy statement of Veraz and Momentus dated May 14, 2014 (the "Circular"). The date, time and place of the adjourned meeting will be confirmed in a further press release to be issued following the adjournment of the meeting on June 20, 2014.
In addition, Momentus announces that it has postponed its special meeting of shareholders to be held to approve the Reverse Take-Over until 9:00 a.m. (Calgary time) on July 17, 2014 at the office of Dentons Canada LLP, Suite 1500, 850 - 2nd Street S.W., Calgary, Alberta.
The directors of each of Veraz and Momentus have unanimously approved the Reverse Take-Over and continue to recommend that their respective shareholders vote in favour thereof.
Shareholders of Veraz and Momentus who have not voted or wish to change their vote with respect to the Reverse Take-Over and any related matters may do so by following the instructions set forth on the proxy or voting instruction form provided to them. A shareholder may also revoke a previously voted proxy with an instrument in writing, including another proxy, signed by the shareholder and delivered to Veraz or Momentus, as applicable. In order to revoke a proxy previously delivered by an intermediary or its agent, on their behalf, beneficial shareholders should carefully follow any revocation instructions set forth on the voting instruction form provided to them by their intermediary or agent.
Completion of the Reverse Take-Over is subject to a number of conditions, including TSX Venture Exchange ("TSXV") acceptance and disinterested shareholder approval. The Reverse Take-Over cannot close until the required shareholder approval is obtained. There can be no assurance that the Reverse Take-Over will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the Circular prepared in connection with the Reverse Take-Over, any information released or received with respect to the Reverse Take-Over may not be accurate or complete and should not be relied upon. Trading in the securities of Veraz should be considered highly speculative.
The TSXV in no way passed upon the merits of the proposed Reverse Take-Over and has neither approved nor disapproved the contents of this press release.
Forward Looking Statements
This press release contains certain statements which constitute forward-looking statements or information ("forward-looking statements"), including statements regarding the anticipated adjournment of the Veraz shareholder meeting, the anticipated time and date of such adjourned meeting, and the anticipated date, time and place of the postponed meeting of Momentus shareholders. Such forward-looking statements are subject to numerous risks and uncertainties, some of which are beyond Momentus' and Veraz's control, including the ability of Momentus and Veraz to satisfy the conditions to completion of the Reverse Take-Over, and the successful completion of Momentus' private placement. Although Momentus and Veraz believe that the expectations in their respective forward-looking statements are reasonable, they are based on factors and assumptions concerning future events which may prove to be inaccurate. Those factors and assumptions are based upon currently available information. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. As such, readers are cautioned not to place undue reliance on the forward-looking statements, as no assurance can be provided as to future results, levels of activity or achievements. The forward-looking statements contained in this document are made as of the date of this document and, except as required by applicable law, neither Veraz or Momentus undertake any obligation to publicly update or to revise any of the forward-looking statements, whether as a result of new information, future events or otherwise. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Veraz Petroleum Ltd.
Chairman of the Board
Momentus Energy Corp.
President and Chief Executive Officer
Kubernetes is a new and revolutionary open-sourced system for managing containers across multiple hosts in a cluster. Ansible is a simple IT automation tool for just about any requirement for reproducible environments. In his session at @DevOpsSummit at 18th Cloud Expo, Patrick Galbraith, a principal engineer at HPE, discussed how to build a fully functional Kubernetes cluster on a number of virtual machines or bare-metal hosts. Also included will be a brief demonstration of running a Galera MyS...
Dec. 5, 2016 04:30 AM EST Reads: 5,200
Internet-of-Things discussions can end up either going down the consumer gadget rabbit hole or focused on the sort of data logging that industrial manufacturers have been doing forever. However, in fact, companies today are already using IoT data both to optimize their operational technology and to improve the experience of customer interactions in novel ways. In his session at @ThingsExpo, Gordon Haff, Red Hat Technology Evangelist, will share examples from a wide range of industries – includin...
Dec. 5, 2016 04:15 AM EST Reads: 1,608
We're entering the post-smartphone era, where wearable gadgets from watches and fitness bands to glasses and health aids will power the next technological revolution. With mass adoption of wearable devices comes a new data ecosystem that must be protected. Wearables open new pathways that facilitate the tracking, sharing and storing of consumers’ personal health, location and daily activity data. Consumers have some idea of the data these devices capture, but most don’t realize how revealing and...
Dec. 5, 2016 04:00 AM EST Reads: 5,092
Unless your company can spend a lot of money on new technology, re-engineering your environment and hiring a comprehensive cybersecurity team, you will most likely move to the cloud or seek external service partnerships. In his session at 18th Cloud Expo, Darren Guccione, CEO of Keeper Security, revealed what you need to know when it comes to encryption in the cloud.
Dec. 5, 2016 04:00 AM EST Reads: 4,678
Organizations planning enterprise data center consolidation and modernization projects are faced with a challenging, costly reality. Requirements to deploy modern, cloud-native applications simultaneously with traditional client/server applications are almost impossible to achieve with hardware-centric enterprise infrastructure. Compute and network infrastructure are fast moving down a software-defined path, but storage has been a laggard. Until now.
Dec. 5, 2016 04:00 AM EST Reads: 5,400
"We build IoT infrastructure products - when you have to integrate different devices, different systems and cloud you have to build an application to do that but we eliminate the need to build an application. Our products can integrate any device, any system, any cloud regardless of protocol," explained Peter Jung, Chief Product Officer at Pulzze Systems, in this SYS-CON.tv interview at @ThingsExpo, held November 1-3, 2016, at the Santa Clara Convention Center in Santa Clara, CA.
Dec. 5, 2016 03:30 AM EST Reads: 934
"We are an all-flash array storage provider but our focus has been on VM-aware storage specifically for virtualized applications," stated Dhiraj Sehgal of Tintri in this SYS-CON.tv interview at 19th Cloud Expo, held November 1-3, 2016, at the Santa Clara Convention Center in Santa Clara, CA.
Dec. 5, 2016 03:30 AM EST Reads: 623
In his general session at 19th Cloud Expo, Manish Dixit, VP of Product and Engineering at Dice, discussed how Dice leverages data insights and tools to help both tech professionals and recruiters better understand how skills relate to each other and which skills are in high demand using interactive visualizations and salary indicator tools to maximize earning potential. Manish Dixit is VP of Product and Engineering at Dice. As the leader of the Product, Engineering and Data Sciences team at D...
Dec. 5, 2016 01:30 AM EST Reads: 747
It's easy to assume that your app will run on a fast and reliable network. The reality for your app's users, though, is often a slow, unreliable network with spotty coverage. What happens when the network doesn't work, or when the device is in airplane mode? You get unhappy, frustrated users. An offline-first app is an app that works, without error, when there is no network connection. In his session at 18th Cloud Expo, Bradley Holt, a Developer Advocate with IBM Cloud Data Services, discussed...
Dec. 5, 2016 01:00 AM EST Reads: 3,326
Data is the fuel that drives the machine learning algorithmic engines and ultimately provides the business value. In his session at 20th Cloud Expo, Ed Featherston, director/senior enterprise architect at Collaborative Consulting, will discuss the key considerations around quality, volume, timeliness, and pedigree that must be dealt with in order to properly fuel that engine.
Dec. 5, 2016 12:45 AM EST Reads: 1,569
Between 2005 and 2020, data volumes will grow by a factor of 300 – enough data to stack CDs from the earth to the moon 162 times. This has come to be known as the ‘big data’ phenomenon. Unfortunately, traditional approaches to handling, storing and analyzing data aren’t adequate at this scale: they’re too costly, slow and physically cumbersome to keep up. Fortunately, in response a new breed of technology has emerged that is cheaper, faster and more scalable. Yet, in meeting these new needs they...
Dec. 5, 2016 12:45 AM EST Reads: 1,806
In addition to all the benefits, IoT is also bringing new kind of customer experience challenges - cars that unlock themselves, thermostats turning houses into saunas and baby video monitors broadcasting over the internet. This list can only increase because while IoT services should be intuitive and simple to use, the delivery ecosystem is a myriad of potential problems as IoT explodes complexity. So finding a performance issue is like finding the proverbial needle in the haystack.
Dec. 5, 2016 12:30 AM EST Reads: 6,083
When it comes to cloud computing, the ability to turn massive amounts of compute cores on and off on demand sounds attractive to IT staff, who need to manage peaks and valleys in user activity. With cloud bursting, the majority of the data can stay on premises while tapping into compute from public cloud providers, reducing risk and minimizing need to move large files. In his session at 18th Cloud Expo, Scott Jeschonek, Director of Product Management at Avere Systems, discussed the IT and busin...
Dec. 5, 2016 12:15 AM EST Reads: 3,815
According to Forrester Research, every business will become either a digital predator or digital prey by 2020. To avoid demise, organizations must rapidly create new sources of value in their end-to-end customer experiences. True digital predators also must break down information and process silos and extend digital transformation initiatives to empower employees with the digital resources needed to win, serve, and retain customers.
Dec. 5, 2016 12:15 AM EST Reads: 1,159
"We are the public cloud providers. We are currently providing 50% of the resources they need for doing e-commerce business in China and we are hosting about 60% of mobile gaming in China," explained Yi Zheng, CPO and VP of Engineering at CDS Global Cloud, in this SYS-CON.tv interview at 19th Cloud Expo, held November 1-3, 2016, at the Santa Clara Convention Center in Santa Clara, CA.
Dec. 4, 2016 11:45 PM EST Reads: 920