Pender Growth Fund Announces Closing of First Tranche of Investment in GreenSpace Brands
VANCOUVER, British Columbia, Feb. 26, 2020 (GLOBE NEWSWIRE) -- Pender Growth Fund Inc. (TSX-V: PTF) and PenderFund Capital Management Ltd. (collectively “Pender”), announce today that, further to its news release dated February 19, 2020, Pender has completed the first tranche of investment, by way of private placement, in GreenSpace Brands Inc. (the “Company”) (TSX-V: JTR) pursuant to the terms of an investment agreement, as amended, entered into between Pender and the Company (the “Amended Investment Agreement”).
Pursuant to the terms of the Amended Investment Agreement, Pender Growth Fund Inc. and other funds managed by PenderFund Capital Management Ltd. purchased, by way of private placement, 19,018,942 common shares of the Company (the “Shares”) at a price of $0.065 per Share for aggregate gross proceeds of $1.2 million (the “First Tranche”). Upon closing of the First Tranche, Pender holds approximately 19.0% equity stake in the Company. Of that amount, Pender Growth Fund Inc. invested $0.8 million representing approximately 9.1% equity stake in the Company.
In connection with the closing of the First Tranche, the Company’s board of directors (the “GreenSpace Board”) has been reconstituted and three members of the GreenSpace Board resigned effective upon closing of the First Tranche and two appointees designated by Pender, being Paul Henderson and Tracy Tidy, have been appointed to the GreenSpace Board. In addition, Paul Henderson has been appointed as Executive Chairman of the Company. Mr. Henderson brings over 30 years of experience in the food industry, including serving as CEO of Golden Boy Foods until 2015. Tracy Tidy is a member of the investment team at PenderFund Capital Management Ltd.
Subject to receipt of approval of the TSX Venture Exchange (“TSX-V”) and the approval of the Company’s disinterested shareholders, it is expected that Pender Growth Fund Inc. and other funds managed by PenderFund Capital Management Ltd. will purchase, by way of private placement, up to an additional 37.7 million Shares at a price of $0.065 per Share for additional gross proceeds of up to $2.5 million (the “Second Tranche”). Pender Growth Fund Inc. expects to invest up to an additional $1.8 million in the Second Tranche. Upon completion of the Second Tranche, the GreenSpace Board will be further constituted and will be comprised of five directors, three of whom (including Henderson and Tidy) will be appointees of Pender. If requisite shareholder approval is obtained, Pender’s aggregate investment in the Company and the appointment of the Pender nominees to the GreenSpace Board will constitute a Change of Control of the Company under applicable rules and policies of the TSX-V.