Disposition of Shares of Optiva Inc.

NOT FOR DISSEMINATION IN THE UNITED STATES OR OVER UNITED STATES NEWSWIRE SERVICES

March 11, 2021 8:01 AM EST

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TORONTO, March 11, 2021 (GLOBE NEWSWIRE) -- ESW Capital, LLC, ESW Investment Corp. and ESW Holdings, Inc. (collectively, “ESW”) announces the closing of the previously announced share purchase agreements entered into between ESW and each of OceanLink Management Ltd., EdgePoint Investment Group Inc., Maple Rock Capital Partners and Meson Constructive Capital III LP, pursuant to which ESW sold all of its 1,476,851 subordinate voting shares (“Subordinate Voting Shares”) in the capital of Optiva Inc. (“Optiva”) in private transactions at a price per share of $39.90, for an aggregate sale price of $58,926,354.90 (the “Transaction”). The Transaction closed on March 10, 2021, with the effective date of the transfer of Subordinate Voting Shares being March 5, 2021. Concurrently with the closing of the Transaction, each of Andrew Price and Neeraj Gupta, ESW's nominees on the Optiva board of directors (the “Board”), resigned from the Board pursuant to the terms of a separation agreement, intellectual property agreement and mutual multi-party release.

Prior to closing of the Transaction, ESW owned 1,476,851 Subordinate Voting Shares and warrants (“Warrants”) to acquire 975,712 Subordinate Voting Shares, representing approximately 27.78% of the issued and outstanding Subordinate Voting Shares on a non-diluted basis and approximately 38.98% of the issued and outstanding Subordinate Voting Shares, assuming the exercise of all of the Warrants.

As a result of the closing of the Transaction, ESW holds nil Subordinate Voting Shares and 975,712 Warrants, representing approximately 15.5% of the issued and outstanding Subordinate Voting Shares assuming the exercise of all of the Warrants.

Optiva is located at 2233 Argentia Road, East Tower, Suite 302, Mississauga, Ontario, L5N 2X7. ESW is located at 401 Congress Avenue, Suite 2650 Austin, Texas 78701, United States. A copy of the early warning report to which this news release relates can be obtained from Andrew Price at +1 512 524-6149 or on the SEDAR profile of Optiva Inc. at www.sedar.com.

Source: ESW Capital, LLC


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