COM DEV receives final Court approval of Arrangement with Honeywell

January 25, 2016

COM DEV International Ltd. has received a final order from the Ontario Superior Court of Justice (Commercial List) approving its plan of arrangement (the “Arrangement”) contemplated by the arrangement agreement among COM DEV, Honeywell Limited/Honeywell Limitée and Honeywell International Inc. entered into on November 5, 2015.

Under the terms of the Arrangement, each COM DEV Shareholder will receive an initial cash payment of $5.125 per Common share, and 0.1977 of an exactEarth share (subject to adjustment). Each Shareholder will be eligible to receive a second payment of up to $0.125 per Common Share.

Subject to the satisfaction or waiver of customary closing conditions, COM DEV currently anticipates that the Arrangement will become effective on or about February 4, 2016.