RE:RE:RE:Financing update The Agent will be paid by the Company on the closing of the Offering and closing of the Over-Allotment Option, if any, a cash commission equal to: (i) C$510,000 on gross proceeds of C$8,500,000; and (ii) 6% of gross proceeds on any amounts raised pursuant to the Offering in excess of $8,500,000 (together the “Cash Commission”). The Company shall also issue to the Agent: (i) 637,500 compensation options on the sale of C$8,500,000 of Units and Notes; and (ii) that number of compensation options as is equal to 6% of the Units and Notes issued on the sale of Units and Notes in excess of C$8,500,000 (including on any exercise of the Over-Allotment Option) (together the “Compensation Options”), each exercisable for one Common Share at the Unit Issue Price for a period of three (3) years following the Closing Date.
Form of Unit Offering:
Jurisdictions:
Listing:
Eligibility:
Agent: Commission:
2
Connected Issuer:
The general partner of Pinnacle Island LP is 1000318530 Ontario Inc., a subsidiary of Paradigm Capital Partners Limited. Paradigm Capital Partners Limited is both an influential securityholder of Paradigm and will also be a limited partner of Pinnacle Island LP. Paradigm, Paradigm Capital Partners Limited and 1000318530 Ontario Inc. share a common officer and director. Upon completion of the Offering, Pinnacle Island LP will be an unsecured creditor of the Company, and the Company may be considered a connected issuer (as such term is defined in National Instrument 33-105 – Underwriting Conflicts) to the Agent.
Although none of the net proceeds from the Offering will be applied for the benefit of the Agent, these relationships may be potential sources of conflict before and after the completion of the Offering. Before completion of the Offering, conflicts could arise with respect to the determination of the terms of the Offering, and the due diligence to be completed as part of the Offering. After completion of the Offering, the potential ongoing creditor relationship (or shareholder relationship if the Notes are converted into Common Shares) could result in the Agent having an undue influence on the business and affairs of the Company. Upon completion of the Offering, Pinnacle Island LP, as a creditor of the Company, may have interests that diverge from the interests of the Company.
hmmmmmmmm wrote: It's ok buddy, after your nap we'll have some ice cream and look at everything again..