RE:RE:What is Clairvest's strategy? Please see the August news release below.
Toronto, ON – August 2, 2017 – Discovery Air Inc. (“Discovery Air” or the “Corporation”) (TSX: DA.DB.A) announced today that it has received exemptive relief pursuant to section 9.1 of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (“MI 61-101”), from the formal valuation requirement in section 5.4 of MI 61-101 in connection with three previously announced transactions: (a) the conversion, by certain funds managed by Clairvest Group Inc. (together with such funds, “Clairvest”) and certain coinvestors of Clairvest (Clairvest, together with such co-investors, the “Clairvest Group”), of the outstanding balance (approximately $25,000,000 as at June 30, 2017) under a $25,000,000 revolving credit facility dated December 20, 2016 between Discovery Air Defence Services Inc. (“DADS”), a wholly-owned subsidiary of the Corporation, as borrower, and the Clairvest Group, as lenders, into common shares of DADS (“DADS Shares”); (b) the conversion by Clairvest of the outstanding balance (approximately $6,000,000 as at June 30, 2017) under a $13,000,000 revolving credit facility dated June 5, 2017 between DADS, as borrower, and Clairvest, as lenders, into DADS Shares; and (c) the exchange, by the Clairvest Group, of up to $18,400,000 principal amount of senior secured convertible debentures of the Corporation pursuant to a letter agreement between the Corporation, DADS and the Clairvest Group dated June 5, 2017, for DADS Shares having an aggregate value equal to $14,700,000.
My reading of the English above is that $25 million, $6 million and $14.7 million of debts owed to Clairvest have been discharged by the transfer of DADS common shares from DA.A to Clairvest. So, Discovery Air is no longer the sole owners of DADS - Clairvest has a $47.5 million direct interest.
The recent news release by Discovery are is in error and should be retratcted. Perhaps the OSC can help to police this problem?