Pender Growth Fund Announces Purchase of GreenSpace Brands Debt
2021年10月5日 - 10:41PM
Pender Growth Fund Inc. (TSXV: PTF) (“
Pender Growth
Fund” or the “
Company”) announces today
that it has entered into a purchase and sale agreement to acquire
approximately $1M in debt of GreenSpace Brands Inc. (TSXV: JTR)
(“
GreenSpace”).
Under the terms of the purchase and sale
agreement, the Company will take assignment of certain rights and
interest in a loan agreement (including certain security granted
thereunder) between GreenSpace, as borrower, and Primary Capital
Inc. (“Primary”), as the administrative and
collateral agent for a syndicate of lenders. Pender
Growth Fund will acquire $694,633.35 of the outstanding principal
amount including fees advanced under the loan agreement, plus an
additional $336,543.49 in accrued and unpaid interest, for a
purchase price of $800,000.
The Company, together with other entities
managed by PenderFund Capital Management Ltd., beneficially owns or
controls, directly or indirectly, common shares representing 32.8%
of the issued and outstanding common shares of GreenSpace (on a
non-diluted basis). As a result of this ownership, the transaction
is a "related party transaction" under Multilateral Instrument
61-101 - Protection of Minority Security Holders in Special
Transactions ("MI 61-101"). The Company relied on
the exemptions from the formal valuation and minority shareholder
approval requirements of MI 61-101 contained in Sections 5.5(a) and
5.7(1)(a) of MI 61-101 as the Company is listed on the TSXV and
neither the fair market value (as determined under MI 61-101) of
the subject matter of, nor the fair market value of the
consideration for, the transaction, exceeds 25% of the Company's
market capitalization (as determined under MI 61-101).
Completion of the transaction is subject to
receipt of the approval of the TSX Venture Exchange.
About Pender Growth Fund
Inc.Pender Growth Fund Inc. is an investment company with
the objective of achieving long-term capital appreciation for its
investors. The company utilizes its small capital base and
long-term horizon to invest in unique investments; primarily small
cap, special situations, and illiquid public and private companies.
The company trades on the TSX Venture Exchange under the symbol
“PTF”.
Please visit www.pendergrowthfund.com.
For further information, please contact:Tony
RautavaPenderFund Capital Management Ltd.(604)
653-9625Toll Free: (866) 377-4743trautava@penderfund.com
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Forward-Looking Information
This news release contains forward-looking
statements (within the meaning of applicable securities laws)
relating to Pender’s proposed acquisition of certain GreenSpace
debt. Forward-looking statements are identified by words such as
“believe”, “anticipate”, “project”, “expect”, “intend”, “plan”,
“will”, “may”, “estimate” and other similar expressions. These
statements are based on Pender’s expectations and conditions
relating to the completion of the proposed acquisition. The
forward-looking statements in this news release are based on
certain assumptions; they are not guarantees and involve risks and
uncertainties that are difficult to control or predict. A number of
factors could cause actual results to differ materially from the
results discussed in the forward-looking statements, including, but
not limited to, the receipt of approval of the transaction from the
TSX Venture Exchange. There can be no assurance that
forward-looking statements will prove to be as accurate as actual
outcomes and results may differ materially from those expressed in
these forward-looking statements. Readers, therefore, should not
place undue reliance on any such forward-looking statements.
Further, these forward-looking statements are made as of the date
of this news release and, except as expressly required by
applicable law, the company assumes no obligation to publicly
update or revise any forward-looking statement, whether as a result
of new information, future events or otherwise.
GreenSpace Brands (TSXV:JTR)
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