Telfer Hanson Early Warning Press Release
2019年5月30日 - 11:46PM
Telfer Hanson announces his intention to file an early warning
report in accordance with Multilateral Instrument 62-104 –
Take-Over Bids and Issuer Bids and National Instrument 62-103 – The
Early Warning System and Related Take-Over Bid and Insider
Reporting Issuers for securities of Mimi's Rock Corp. (the
"
Company").
Mr. Hanson intends to file an early warning
report in connection with the acquisition of 8,067,000 common
shares in the capital of the Company ("Common
Shares") and 750,000 options to purchase Common Shares in
connection with a Reverse Takeover (as that term is defined by the
policies of the TSX Venture Exchange ("TSXV"))
(the "RTO") of the Company by Mimi's Rock, Inc.
Mr. Hanson is the Executive Chairman of the Company.
Immediately prior to the closing of the RTO, Mr.
Hanson did not, directly or indirectly, hold any shares of the
Company. Immediately following the closing of the RTO, Mr. Hanson
holds, directly or indirectly, an aggregate of 8,067,000 Common
Shares (representing 16.34% of the issued and outstanding Common
Shares) and 750,000 options to purchase Common Shares
("Options") convertible into 750,000 Common
Shares. Of the 8,067,000 Common Shares, the Telfer Hanson (2017)
Family Trust, of which Mr. Hanson is a trustee, holds 7,500,000
Common Shares, and RKH Limited, of which Mr. Hanson is the sole
director and officer, holds 567,000 Common Shares. RKH Limited
holds all of the 750,000 Options.
The Common Shares held by Mr. Hanson, directly
or indirectly, are subject to an applicable TSXV escrow time based
release schedule, as more particularly described in the Company's
filing statement filed in connection with the RTO dated May 17,
2019, available on SEDAR under the Company's profile. Assuming the
conversion of Mr. Hanson's Options, Mr. Hanson would hold, directly
or indirectly, 8,817,000 Common Shares (representing approximately
15.39% of the Common Shares on a fully diluted basis and 17.59% of
Common Shares on a partially diluted basis).
In accordance with applicable securities laws,
Mr. Hanson may, from time to time and at any time, acquire
additional Common Shares and/or other equity, debt or other
securities or instruments (collectively,
"Securities") of the Company in the open market or
otherwise, and reserves the right to dispose of any or all of its
Securities in the open market or otherwise at any time and from
time to time, and to engage in similar transactions with respect to
the Securities, the whole depending on market conditions, the
business and prospects of the Company and other relevant factors,
subject to applicable escrow restrictions. A copy of the early
warning report will be filed by Mr. Hanson in connection with the
RTO and will be available on SEDAR under the Company's profile.
This press release is issued under the early
warning provisions of Canadian securities legislation.
Jackie Kelley(416) 301-2949info@mimisrock.com
Mimis Rock (TSXV:MIMI)
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Mimis Rock (TSXV:MIMI)
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