Under the rights plan, one right will be issued for each Avigilon common share. The rights will only become exercisable in the event that any person or group acquires, or announces an intention to acquire, Shares that would take their Shareholdings to at least 20% of the Company's outstanding Share capital. The rights will permit shareholders other than the acquirer to purchase additional shares at a substantial discount. A permitted take-over bid, however, will not trigger the operation of the rights; such bid would need to, among other things, be made by way of a circular to all shareholders, remain open for acceptance for at least 120 days, and not close unless more than 50% of the non-acquirer's shares have been tendered thereto. The permitted bid criteria is based on the proposal put forward by the Canadian Securities Administrators for amendments to the Canadian take-over bid rules published in March 2015.

The rights plan will require shareholder approval within six months, and has been accepted by the Toronto Stock Exchange subject to such shareholder approval. The Company intends to present the rights plan to shareholders at its 2016 Annual General Meeting.