Vancouver, British Columbia–(Newsfile Corp. – June 28, 2021) – 1261648 B.C. Ltd. (“648“) announced today that it has sold (the “Sale“) an aggregate of 675,000 common shares (the “Sold Shares“) of 1287405 B.C. Ltd. (“405“) to each of B. Keast Family Holdings Inc. (“BKF“) (250,000 Sold Shares), R. Keast Family Holdings Inc. (“RKF“) (250,000 Sold Shares), and SFH Inc. (“SFH“) (175,000 Sold Shares) (collectively with BKF and RKF the “Purchasers“) pursuant to share purchase agreements entered into between 648 and each Purchaser on June 18, 2021. The Sold Shares were sold at a price of $0.0001 per Sold Share for an aggregate price of $67.50.
Prior to the Sale, 648 held 1,350,000 (45%) shares of 405. As a result of the Sale, 648 now holds 675,000 (22.5%) shares of 405. 648 sold the Sold Shares for private investment purposes and may increase or decrease its beneficial ownership or control in 405 as circumstances or market conditions warrant.
The Sale was conducted in reliance on the “private agreement exemption” in section 4.2 of National Instrument 62-104 – Take-Over Bids and Issuer Bids (“NI 62-104“) and as a result was exempt from the take-over bid requirements in Part 2 of NI 62-104. The Sold Shares were purchased by fewer than 5 sellers and at a price less than 115% of the market price of the Sold Shares, in each case as calculated in accordance with NI 62-104.
This news release is issued pursuant to National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues. A copy of the early warning report will appear with 405’s documents on the System for Electronic Document Analysis and Retrieval at www.sedar.com.
For further information or to request a copy of the early warning report, please contact:
1261648 B.C. Ltd.
Attention: Matthew Zabloski
Not for distribution to U.S. Newswire Services or for dissemination in the United States. Any failure to comply with this restriction may constitute a violation of U.S. Securities Laws.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/88746
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