Privet Fund Management LLC Announces Intention To Vote Against Arrangement Resolution Between Norsat International and Hytera Communications Co.

Believes Norsat Board Failed to Secure Additional Value for Shareholders

Considers Current Offer from Hytera Against the Best Interests of All Stakeholders

Privet Fund's Current Offer to Acquire Norsat at US$11.50 per Share Remains Open

ATLANTA, June 19, 2017 /PRNewswire/ - Privet Fund Management LLC ("Privet" or "we"), the largest shareholder of Norsat International Inc. ("Norsat") (TSX:NII, NYSE MKT:NSAT), announced today that Privet will be voting its approximate 17.6% common share ownership AGAINST the proposed arrangement resolution with Hytera Communications Co., Ltd. ("Hytera").  Privet believes the Norsat Board of Directors squandered a significant opportunity to extract additional value for all shareholders by failing to deliver a topping offer from Hytera while Privet's bona fide, fully financed offer of US$11.50 was on the table.

"We find it incredible that the Norsat Board believes an identical offer from Hytera represents the best interests of all stakeholders in light of the mounting political scrutiny and regulatory uncertainty surrounding a transaction with Hytera,¹" said Ryan Levenson, managing member of Privet. "Even more egregious, in exchange for merely matching Privet's offer, the Norsat Board gifted an additional US$500,000 to Hytera in the form of an increased termination fee, making it even more expensive for a third party to deliver a topping bid. The increased fee brings the total amount of incremental termination fees Norsat has bestowed upon Hytera for just keeping up with Privet to US$1 Million – or US$0.17 per share.  That is money that could have gone directly to shareholders, rather than used to ensure that Hytera remains in an advantageous negotiating position," added Mr. Levenson.

In light of the current state of affairs, Privet believes that shareholders should demand that the Board secure the highest possible price for Norsat rather than bending over backwards to steer the Company to its (seemingly) preferred acquirer. Should the arrangement resolution be defeated, Privet believes that the Board will have no choice but to ensure a clear winning bid is procured before the shareholders vote on a proposed transaction again. "Privet is confident that voting against the proposed arrangement is the surest path to achieving additional value creation," said Mr. Levenson.  "And we will continue to monitor the situation and evaluate alternatives that can deliver a superior outcome for all stakeholders."

¹ https://www.theglobeandmail.com/news/politics/liberals-waive-security-review-for-chinese-takeover-of-high-tech-firm/article35246673/ 
https://www.theglobeandmail.com/news/politics/critics-oppose-liberals-handling-of-norsat-takeover/article35258716/ 
https://www.theglobeandmail.com/news/politics/us-rebukes-canada-over-chinese-takeover-of-norsat/article35294914/ 
http://news.nationalpost.com/opinion/andrew-coyne-rush-to-sell-norsat-raises-troubling-questions-about-trudeaus-approach-to-china 
https://www.theglobeandmail.com/opinion/bainss-mixed-messages-on-norsat-a-cause-for-concern/article35297101/

SOURCE Privet Fund Management LLC