CALGARY, Alberta, Oct. 07, 2024 (GLOBE NEWSWIRE) — The Western Investment Company of Canada Limited (TSXV: WI) (“Western” or the “Corporation“), announces that it will be completing a rights offering (“Rights Offering“) in which holders of record of the Corporation’s common shares (the “Common Shares“), as at the record date of October 15, 2024, will receive rights (“Rights“) to subscribe for Common Shares of the Corporation on the basis of one (1) Right for each one (1) Common Share held. The Rights Offering will be made only to registered holders of Common Shares resident in a province or territory of Canada (the “Eligible Jurisdictions“) and in such other jurisdictions where Western is eligible to make such offering.
Each Right will entitle the holder to subscribe for one (1) Common Share of the Corporation upon payment of a subscription price of CDN $0.40 per Common Share.
Subject to the receipt of final approval from the TSX Venture Exchange (“TSXV“), the Common Shares are expected to commence trading on the TSXV on an ex-rights basis at the opening of business on October 15, 2024. This means that Common Shares purchased on or following October 15, 2024 will not be entitled to receive rights under the Rights Offering. At that time, the rights are expected to be posted for trading on a “when issued” basis on the TSXV under the symbol “WI.RT”.
The Rights Offering will expire at 4:00 p.m. (Calgary time) (the “Expiry Time“) on November 29, 2024 (the “Expiry Date“) after which time unexercised Rights will be void and of no value. Shareholders who fully exercise their Rights will be entitled to subscribe for additional Common Shares, if not all of the Common Shares have been subscribed for under the basis subscription privilege prior to the Expiry Time, subject to certain limitations set out in Western’s rights offering circular (the “Rights Circular“).
Details of the Rights Offering will be set out in the rights offering notice (the “Notice“) and the Rights Circular, which will be available under Western’s profile at www.sedarplus.ca. The Notice, a direct registration system advice (“DRS Advice“) representing the Rights, and a rights subscription form will be mailed to each registered shareholder of Western as at the record date that is resident in the Eligible Jurisdictions. Registered shareholders who wish to exercise their rights must forward the completed rights subscription form accompanying their DRS Advice, together with the applicable funds, to the subscription agent, Odyssey Trust Company, on or before the Expiry Time. Shareholders resident in the Eligible Jurisdictions who own their Common Shares through an intermediary, such as a bank, trust company, securities dealer or broker, will receive materials and instructions from their intermediary. Upon direction from the Corporation, a DRS Advice may be issued and forwarded to registered shareholders who are resident in a jurisdiction other than the Eligible Jurisdictions, if the Corporation is satisfied that the Rights Offering and subscription of Common Shares pursuant to the Rights Offering by such holder or transferee is lawful and in compliance with all applicable securities and other laws.
The Rights Offering includes an additional subscription privilege under which eligible holders of Rights who fully exercise their Rights will be entitled to subscribe for additional Common Shares, if available and subject to proration, that are not otherwise subscribed for in the Rights Offering.
Western currently has 55,401,678 Common Shares outstanding. A maximum of 55,401,678 Common Shares will be issued under the Rights Offering. If all the rights issued are validly exercised, the offering will raise gross proceeds of approximately $22,160,671.20, the net proceeds of which will be used for general corporate purposes and future acquisitions of portfolio companies or interests in portfolio companies in the insurance sector. See the Rights Circular for additional information.
Western understands that certain directors and officers of Western who own Common Shares may intend to exercise all or a portion of their Rights to purchase Common Shares under the Rights Offering.
The completion of the Rights Offering is not subject to Western receiving any minimum amount of subscriptions.
The Rights Offering is subject to regulatory approval, including the approval of the TSXV. Western has obtained conditional approval from the TSXV.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The Rights being offered have not been, nor will they be, registered under the 1933 Act or under any U.S. state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the 1933 Act, as amended, and applicable state securities laws.
Western also announces that it has appointed Cormark Securities Inc. and Raymond James Ltd. as advisors in relation to its private placement of units (“Units”) announced on August 30, 2024 and September 26, 2024 (the “Private Placement”). The Private Placement is to accredited investors at a price of $0.40 per Unit for gross proceeds of up to $25,000,000. The Private Placement also has a potential $5,000,000 overallotment of Units. Each Unit will consist of one Common Share and one warrant to purchase a Common Share (each a “Warrant“), with each Warrant exercisable to purchase one (1) additional Common Share for a period of five years from the date of closing of the Private Placement at an exercise price of $0.47 per share. The Common Shares and Warrants issuable in the Private Placement will be subject to a 4 month hold period. The Private Placement is expected to close in late November or early December 2024.
About The Western Investment Company of Canada Limited
Western is a unique publicly traded, private equity company founded by a group of successful Western Canadian businesspeople, and dedicated to building and maintaining ownership in successful Western Canadian companies, and helping them to grow. Western’s shares are traded on the TSX Venture Exchange under the symbol WI.
For more information on Western, please visit its website at www.winv.ca.
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CONTACT INFORMATION – The Western Investment Company of Canada Limited
Scott Tannas President and Chief Executive Officer (403) 652-2663 [email protected]
Advisories
This document contains forward-looking statements. More particularly, this document contains statements concerning: the Rights Offering (including the use of proceeds, structure, timing and terms and conditions), and expectations relating to the completion of the Rights Offering and regulatory approval for listing of the Rights. Readers are cautioned that the foregoing list of factors should not be construed as exhaustive. Statements relating to the Private Placement are subject to the assumptions and risk factors contained in Western’s August 30, 2024 press release.
The forward-looking statements are based on certain key expectations and assumptions made by Western, including expectations relating to the completion of the Rights Offering and regulatory approval for listing of the Rights.
Although Western believes that the expectations and assumptions on which the forward-looking statements made by Western are based are reasonable, undue reliance should not be placed on the forward-looking statements because no assurance can be provided that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, risks associated with the completion of the Rights Offering (including the additional risk factors described in the Rights Circular), the ability of management to execute its business strategy, and the impact of general economic conditions in Canada and the United States. A description of additional assumptions used to develop such forward-looking information and a description of risk factors that may cause actual results to differ materially from forward-looking information can be found in Western’s disclosure documents on the SEDAR+ website at www.sedarplus.ca.
The forward-looking statements contained in this news release are made as of the date hereof and Western undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.
“Neither the TSX Venture Exchange nor its Regulatory Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.“
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