Concurrent with the acquisition under the Offering, the Acquiror also entered into a Call Option Agreement with Charles Holmes and Angela Holmes (the "Founders"), that allows the Acquiror to purchase up to 10,754,942 Shares in the share capital of the Reporting Issuer (50% from Charles Holmes and 50% from Angela Holmes) (the "Additional Shares") from the Founders in equal amounts.
(collectively "the Transaction")
Prior to the Transaction, the Acquiror held Nil common shares in the share capital of the Reporting Issuer.
On March 26, 2018, the Acquiror exercised a total of 10,558,676 warrants forming part of the Offering at an exercise price of $0.41 per warrant share for aggregate proceeds of $4,329,057.16.
On May 15, 2018, the Acquiror exercised its right under the Call Option Agreement and purchased an aggregate of 10,754,942 Additional Shares in the share capital of the Reporting Issuer (50% from Charles Holmes and 50% from Angela Holmes) at a deemed price of $0.30 per common share for aggregate proceeds of $3,226,482.60.
The Acquiror holds a total of 31,872,294 common shares in the share capital of the Reporting issuer, representing 52.69% of the 60,495,244 issued and outstanding common shares in the share capital of the Reporting Issuer.
The Acquiror will evaluate its investment in the Reporting Issuer from time to time and may, based on such evaluation, market conditions and other circumstances, increase or decrease its shareholdings as circumstances require.
An early warning report regarding this acquisition has been filed on the System for Electronic Document Analysis and Review ("SEDAR") under the Reporting Issuer's profile and can be viewed at www.sedar.com.