Published on August 31, 2013 at 5:31 AM
Pursuant to the private placement, and as already approved by shareholders of the Company, Abe Schwartz announced that he has acquired 330 Units. After giving effect to this acquisition, Mr. Schwartz directly or beneficially holds an aggregate of: (i) $330,000 principal amount secured convertible debentures, representing 44.0% of the outstanding convertible debentures of the Company; (ii) 1,038,740 Common Shares representing 11.2% of the issued and outstanding Common Shares; (iii) 2,903,830 Common Share purchase warrants, representing 44.0% of the Warrants issued pursuant to the Offering and 50.1% of all outstanding share purchase warrants of the Company (including the Warrants); and (iv) 220,000 stock options. If all share purchase warrants held by Mr. Schwartz were to be fully exercised and all convertible debentures held by Mr. Schwartz were to be fully converted, Mr. Schwartz would beneficially own approximately 30.5% of the Company's Common Shares on a diluted basis, which results in Mr. Schwartz becoming a 'control person' as defined in the TSX Venture Exchange Corporate Finance Manual. Mr. Schwartz has acquired the securities of the Company for investment purposes. Mr. Schwartz has no present intention of acquiring other securities of the Company or disposing of any of the securities of the Company he currently holds.
Of the remaining 420 units, directors and officers of the Company subscribed for 120 Units for gross proceeds of $120,000. No commission or finder's fee was paid in connection with the private placement. As Insiders participated in the private placement, any such subscriptions will be considered to be related party transactions within the meaning of TSXV Policy 5.9 and Multilateral Instrument 61-101 ("MI 61-101"). The Company intends to rely on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(b) and 5.7(a) of MI 61-101 in respect of such Insider participation. The terms of the private placement were reviewed and received the unanimous approval of the Company's board of directors.
For further information regarding the acquisition of securities of the Company by related parties, or to obtain a copy of the early warning report in respect of this transaction, please refer to the Company's SEDI profile available at www.sedi.ca.
Source: Covalon Technologies Ltd.