Olivier Benloulou Acquires Common Shares of Indiva Limited
GATINEAU, QUEBEC–(Marketwired – Dec. 27, 2017) - Olivier Benloulou (“Mr. Benloulou“), through 4098242 Canada Inc. (“409“), a corporation wholly owned and controlled by Mr. Benloulou, acquired 8,800,000 common shares (collectively, the “Acquired Shares” and each, an “Acquired Share“) of Indiva Limited (the “Issuer“). The Acquired Shares represent approximately 14.44% of issued and outstanding Common Shares of the Issuer.
On December 13, 2017, the Issuer completed its acquisition of 100% of the issued and outstanding securities of Indiva Corporation (“Indiva“) by way of a “three-cornered” statutory amalgamation of Indiva and a wholly-owned subsidiary of the Company (the “Acquisition“).
In connection with the closing of the Acquisition, the Company issued 43,540,000 common shares (the “Common Shares“) to the holders of securities of Indiva at an ascribed price of $0.75 per Common Share, for aggregate consideration of $32,655,000.
Pursuant to the Acquisition, Mr. Benloulou, through 409, was issued the Acquired Shares at an ascribed price of $0.75 per Acquired Share as consideration for the acquisition by the Issuer of 409’s securities in Indiva. The Acquired Shares represent aggregate consideration of $6,600,000 for Mr. Benloulou’s securities in Indiva.
Following completion of the Acquisition, Mr. Benloulou, through 409, has control over 8,800,000 Common Shares and 1,596,000 common share purchase warrants of the Issuer (the “Warrants“). If Mr. Benloulou were to exercise all of his Warrants, Mr. Benloulou would then own and/or have control or direction over 10,396,000 shares, representing approximately 17.06% of issued and outstanding Common Shares of the Corporation (assuming no other Common Shares have been issued by the Corporation).
The acquisition of the Purchased Shares by Mr. Benloulou was made for investment purposes. Mr. Benloulou may from time to time dispose of, or acquire, additional securities of the Corporation as circumstances warrant.
This press release is issued pursuant to National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, which also requires a report to be filed with regulatory authorities in each of the jurisdictions in which the Issuer is a reporting issuer containing information with respect to the foregoing matters (the “Early Warning Report“). A copy of the Early Warning Report will appear at www.sedar.com under the Issuer’s issuer profile on the System for Electronic Document Analysis and Retrieval.