Victoria, British Columbia--(Newsfile Corp. - September 20, 2024) - Tiny Ltd. (TSXV: TINY) ("Tiny" or the "Company"), a Canadian holding company, announced today that its Chairman, Andrew Wilkinson, has established an automatic securities disposition plan ("ASDP") in accordance with applicable Canadian securities legislation and the Company's internal policies. The ASDP has been established by Mr. Wilkinson for personal and financial planning purposes and does not reflect Mr. Wilkinson's views on the future prospects of the Company. Mr. Wilkinson will continue to hold a significant equity interest in the Company following the sale of shares under the ASDP.
The ASDP permits trades to be made in accordance with pre-arranged instructions given when Mr. Wilkinson was not in possession of any material undisclosed information. The ASDP will be effective on the second trading day following the date on which the Company has filed its interim financial statements for the quarter ending September 30, 2024 (the "Effective Date") and sales of the Class A Common shares ("Common Shares") under the ASDP may only commence on the Effective Date.
Up to 2,000,000 Common Shares, representing approximately 1.067% of the issued and outstanding Common Shares, may be sold under the ASDP implemented by Mr. Wilkinson. Mr. Wilkinson currently owns over 120 million Common Shares of Tiny. The ASDP is designed to allow for an orderly disposition of the Common Shares at prevailing market prices over the course of the 12-month period.
Mr. Wilkinson has provided pre-arranged instructions in writing to the independent agent administering the ASDP, including the number of securities to be sold and setting out minimum trade prices. The ASDP prohibits the agent administering the ASDP from consulting with Mr. Wilkinson regarding any sales under the ASDP and prohibits Mr. Wilkinson from disclosing to the agent any information concerning the Company that might influence the execution of the ASDP. The ASDP has been authorized and established in the form approved by the Company and contains meaningful restrictions on the ability of Mr. Wilkinson to amend, suspend or terminate the ASDP.
The British Columbia Securities Commission issued a decision document dated September 18, 2024, exempting Mr. Wilkinson from the prospectus requirement under Canadian securities legislation with respect to sales of Common Shares under the ASDP. In accordance with the conditions set forth in such decision document, Mr. Wilkinson will file on the date hereof a Form 45-102F1 (Notice of Intention to Distribute Securities under Section 2.8 of National Instrument 45-102 Resale of Securities) on SEDAR.
This announcement is made and will be available on SEDAR+ at www.sedarplus.ca.pursuant to the recommended practices set forth in Staff Notice 55-317 Automatic Securities Disposition Plans of the Canadian Securities Administrators. Information regarding the ASDP and transactions thereunder, as the case may be, may be accessed on SEDI at www.sedi.ca.
About Tiny
Tiny is a Canadian-based investment company focused primarily on acquiring majority stakes in businesses that it expects to hold over the long-term. The Company is structured to give maximum flexibility to operating management teams by maintaining a focus at the parent company level on only three areas: capital allocation, management, and incentives. This structure enables each company to run independently and focus on what they do best, within an incentive structure that is designed to drive results for both the operating business and ultimately for Tiny and its shareholders.
Tiny currently has three principle reporting segments: Digital Services, which provides design, engineering, brand positioning and marketing services to help companies of all sizes deliver premium web and mobile products; Software and Apps, which is home to a complementary portfolio of recurring revenue software businesses that support merchants, as well as digital themes businesses that sell templates to Shopify merchants; and Creative Platform, which is comprised primarily of Dribbble, the social network for designers and digital creatives, as well as a premier online marketplace for digital assets such as fonts and templates.
For more about Tiny, please visit www.tiny.com or refer to the public disclosure documents available under Tiny's SEDAR profile on SEDAR+ atwww.sedarplus.ca.
Cautionary Note Regarding Forward-Looking Information:
This press release contains statements which constitute "forward-looking statements" and "forward-looking information" within the meaning of applicable securities laws (collectively, "forward-looking statements"), including statements regarding Mr. Wilkinson's continued equity holdings, the Effective Date of the ASDP and the number shares to be sold under the ASDP.
Investors are cautioned that forward-looking statements are not based on historical facts but instead reflect the Company's expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, such statements involve risks and uncertainties, and undue reliance should not be placed thereon, as unknown or unpredictable factors could have material adverse effects on future results, performance or achievements of the Company.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
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