Oct 04, 2023

MONTREAL, Dec. 22, 2022 /CNW Telbec/ - VOTI Detection Inc. (the "Company") announces that the Company and its subsidiary VOTI Inc. (collectively, "VOTI") have entered into a definitive agreement for the sale of certain of the assets of VOTI ("Sale Proposal") by Rapiscan Holdings, Inc., an affiliate of Rapiscan Systems, Inc. ("Rapiscan"), a leading supplier of security inspection solutions, in connection with its previously announced sale and investment solicitation process (the "SISP") under the Bankruptcy and Insolvency Act (Canada) (the "BIA").

VOTI conducted the SISP with the assistance of Stifel GMP, acting as financial advisor, and of PricewaterhouseCoopers as the proposal trustee (the "Trustee").

The closing of the acquisition is subject to certain standard conditions and is expected to take place on or about December 22, 2022. The Sale Proposal is subject to the issuance by the Superior Court of Quebec of a final and executory approval and vesting order at OSI's entire satisfaction.

There can be no assurance that the transaction will be successfully concluded in a timely manner or at all. The failure of VOTI to achieve its restructuring goals through an approved proposal would result in VOTI being deemed to have made an assignment into bankruptcy.

Other information about the Notice of Intention to Make a Proposal ("Notice of Intention") pursuant to the provisions of Part III of the BIA proceedings will be available on the Trustee's website at http://www.pwc.com/car-VOTI.


VOTI is advised by Osler, Hoskin & Harcourt LLP (legal counsel) and Stifel GMP (financial advisor).

About VOTI

VOTI is a leading-edge Canadian technology company that develops latest-generation X-ray security systems based on 3D Perspective™ technology. VOTI's technology produces remarkably sharp and more revealing X-ray images that are competitively superior while delivering enhanced threat detection capabilities and an improved user experience. Since its inception, VOTI has installed scanners in more than 50 countries and has consulted heavily with government agencies and security specialists worldwide to develop feature-rich and easy-to-use scanners that meet the sophisticated needs of modern security screening operations. www.votidetection.com

About Rapiscan

Rapiscan, a division of OSI Systems, Inc., is a leading global provider of security inspection solutions, with more than 100,000 products installed in over 170 countries. Rapiscan has an extensive portfolio of Baggage and Parcel Inspection, Cargo and Vehicle Inspection, Hold Baggage Screening, People Screening, Trace Detection, Radiation Detection, Tray Return System and enhanced security solutions, which are supported by a global service network. The company's state-of-the-art products, solutions, and services operate in the world's most demanding security environments, including at airports, border crossings, railway stations, seaports, government, and military installations, and high-risk facilities.

Forward-Looking Statements

This release includes forward-looking information and forward-looking statements within the meaning of Canadian securities laws regarding VOTI and its business, including, without limitation, statements regarding VOTI's ability to (i) realize the value of its assets, (ii) the ability of the Company to complete the sale proposal and the timing of closing and (iii) the approval of the sale proposal by the Court. Often, but not always, forward-looking information can be identified by the use of words such as "plans", "is expected", "expects", "scheduled", "intends", "contemplates", "anticipates", "believes", "proposes" or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved.

Such statements are based on the current expectations of the management of VOTI and are based on assumptions and subject to risks and uncertainties. Although the management of VOTI believes that the assumptions underlying these statements are reasonable, they may prove to be incorrect. The forward- looking events and circumstances discussed in this release may not occur by certain specified dates or at all and could differ materially as a result of the risk factors identified in VOTI's most recently filed management's discussion and analysis and in other publicly filed documents under VOTI's profile on SEDAR at www.sedar.com, as well as other unknown risks. Although VOTI has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on any forward-looking statements or information. No forward-looking statement can be guaranteed. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and VOTI does not undertake any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.

SOURCE VOTI Detection Inc.

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