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December 25, 2008

Certicom rejects RIM takeover offer

Says offer undervalues company's shares

By CBR Staff Writer

Certicom’s board has rejected RIM’s $53m offer to acquire the company and has taken the legal route to block the proposal.

The company said RIM’s CAD1.50 a share offer undervalues it. Certicom is seeking an injunction from the Ontario Superior Court of Justice to block the bid, as well as an order from the Ontario Securities Commission to stop the offer.

The company alleges that RIM used confidential information in making its bid, which went against the non-disclosure agreements signed between the two companies in 2007 and 2008. The company has also recommended that its shareholders to reject the offer.

In a statement the company said: Access to this information also provided RIM with a significant information and timing advantage relative to other parties that may have an interest in entering into an alternative transaction with Certicom.

RIM said it will fight Certicom’s legal efforts to block the takeover. While this course of conduct is consistent with Certicom’s past conduct in rebuffing RIM’s overtures to conclude a negotiated transaction with Certicom, RIM is disappointed that Certicom’s directors are again attempting to keep the decision as to whether to accept RIM’s offer out of Certicom shareholders’ hands, it said.

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