Pender Growth Fund has agreed to participate in GreenSpace Brands’ proposed brokered private placement. It is expected to invest C$2.4 million. The fund’s manager, PenderFund Capital Management, is also expected to invest, bringing the firm’s total interest to more than 39 percent of issued and outstanding shares with the offering’s close. Based in Toronto, GreenSpace is a maker of natural food products.
Pender Growth Fund Announces Investment in GreenSpace Brands
VANCOUVER, British Columbia, Dec. 09, 2020 (GLOBE NEWSWIRE) — Pender Growth Fund Inc. (TSXV: PTF) (“Pender Growth Fund” or the “Company”) announces today that it has agreed to participate in GreenSpace Brands Inc.’s (TSX-V: JTR) (“Greenspace”) proposed brokered private placement (the “Greenspace Offering”).
It is anticipated that Pender Growth Fund will acquire 47,191,465 units of Greenspace (“Greenspace Units”) at a price of $0.05 per Greenspace Unit for a purchase price of approximately $2.4 million. In addition, it is anticipated that Pender Growth Fund’s manager, PenderFund Capital Management Ltd. (“PenderFund”) will acquire 32,808,535 Greenspace Units on behalf of certain investment funds it manages. As used herein, “Pender” refers to Pender Growth Fund and PenderFund collectively.
Each Greenspace Unit consists of one common share of Greenspace (a “Greenspace Share”) and one common share purchase warrant (a “Greenspace Warrant”). Each Greenspace Warrant will entitle the holder to acquire an additional Greenspace Share at an exercise price of $0.08 for 24 months following closing of the Greenspace Offering, subject to an accelerated expiry provision.
Pender currently holds an aggregate of 63,699,000 Greenspace Shares, representing 26.58% of the issued and outstanding common shares. Of this amount, Pender Growth Fund holds 22,828,320 Greenspace Shares representing 9.53% of the issued and outstanding common shares. Upon closing of the Greenspace Offering, Pender will hold an aggregate of 143,699,000 Greenspace Shares, representing 39.41% of the issued and outstanding common shares (on a non-diluted basis). Of this amount, Pender Growth Fund will hold 70,019,785 Greenspace Shares, representing 19.20% of the issued and outstanding common shares (on a non-diluted basis). As disclosed by Greenspace, as Pender is currently an insider and control person of Greenspace, Pender’s participation in the Greenspace Offering is considered to be a “related party transaction” for Greenspace pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”) and Greenspace intends to rely on exemptions to the requirements in MI 61-101 that would otherwise require a formal valuation and minority shareholder approval of Pender’s participation. The independent directors of Greenspace have determined that the terms of the Greenspace Offering (including Pender’s participation) is fair to, and in the best interests of, the shareholders of Greenspace.
Closing of the Greenspace Offering is subject to receipt of all necessary corporate and regulatory approvals, including the approval of the TSX Venture Exchange.
About Pender Growth Fund Inc.
Pender Growth Fund Inc. is an investment company with the objective of achieving long-term capital appreciation for its investors. The company utilizes its small capital base and long-term horizon to invest in unique investments; primarily small cap, special situations, and illiquid public and private companies. The company trades on the TSX Venture Exchange under the symbol “PTF”.
Please visit www.pendergrowthfund.com.
For further information, please contact:
PenderFund Capital Management Ltd.
Toll Free: (866) 377-4743