LUXEMBOURG, July 10, 2024 /CNW/ – Marny Investissement SA ("Marny") reports that it has completed, through its wholly owned subsidiary Marny Holdco Inc. ("Marny Holdco"), the third and final tranche of its previously announced arm's-length non-brokered private placement of 102,000,000 units (each, a "Unit") of Anaergia Inc. (TSX: ANRG) ("Anaergia") at a price of C$0.40 per Unit for total consideration of C$40,800,000.00 (the "Strategic Investment"). Each Unit is comprised of one subordinate voting share of Anaergia (each, a "Subordinate Voting Share") and one-fifth of oneSubordinate Voting Share purchase warrant of Anaergia (each, a "Warrant"). Each Warrant entitles Marny Holdco to purchase one additional Subordinate Voting Share at an exercise price of C$0.80 until February 2, 2027.
In connection with the Strategic Investment, Marny Holdco exercised its allocation option whereby 10,200,000 of the Subordinate Voting Shares for which it acquired were allocated to Alon Liberman and Ronen Kantor (the "Marny Individual Investors"). The Marny Individual Investors granted an irrevocable proxy to Marny Holdco in respect of the voting rights for such Subordinate Voting Shares.
As a result, after closing the third and final tranche of the Strategic Investment, Marny (through Marny Holdco) owns or controls 102,000,000 Subordinate Voting Shares (which includes the 10,200,000 Subordinate Voting Shares held by the Marny Individual Investors) and 20,400,000 Warrants. This represents approximately 60.9% of the issued and outstanding Subordinate Voting Shares on a non-diluted basis and approximately 65.2% of the issued and outstanding Subordinate Voting Shares on a partially-diluted basis, assuming the exercise in full of the Warrants.
Marny Holdco acquired the Units for investment purposes. Marny Holdco may, from time to time, acquire additional Subordinate Voting Shares or other securities of Anaergia, or dispose of some or all of the Subordinate Voting Shares or other securities of Anaergia that it owns from time to time.
Marny Holdco currently has no plans or intentions that relate to or would result in any of the actions listed in items (a) to (k) in the early warning report filed with this press release (the "Early Warning Report"). However, depending on market conditions, general economic and industry conditions, trading prices of Anaergia's securities, Anaergia's business, financial condition and prospects, and/or other relevant factors, Marny Holdco may develop such plans or intentions in the future.
Marny Holdco was incorporated under the laws of Delaware and is a wholly owned subsidiary of Marny, which is a Luxembourg-based holding company that focuses on investment properties in central and eastern Europe. The head office of Marny Holdco is located at 108 W. 13th Street, Suite 100, Wilmington, DE, USA 19801.
Anaergia is a global renewable fuels leader that was created to eliminate greenhouse gases by cost effectively turning organic waste into renewable natural gas, fertilizer and water through the use of proprietary technologies. The head office of Anaergia is located at 4210 South Service Road, Burlington, Ontario L7L 4X5.
For further information, please refer to the Early Warning Report that is to be posted on the SEDAR+ profile of Anaergia at www.sedarplus.ca, or that may be obtained by contacting Joram Moyal, Director of Marny, at +352-282-64896.
SOURCE Marny Investissement SA
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