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.
To add yourself to our email news alert
subscription please visit this link.
CONTACT INFORMATION - The Western Investment
Company of Canada Limited
Scott Tannas President and Chief Executive
Officer (403) 652-2663 stannas@winv.ca
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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