TORONTO, Dec. 8, 2017 /CNW/ - LOGiQ Asset Management Inc.
("LOGiQ", or the "Company") (TSX:LGQ) today held the
adjourned special meetings (the "Meetings") of the holders
(the "Shareholders") of the common shares in the capital of
the Company and the holders (the "Debentureholders") of the
Company's 7.00% senior unsecured convertible debentures due
June 30, 2021 (the
"Debentures").
On September 11, 2017, the Company
entered into an agreement with Purpose Investments Inc. (the
"Purchaser") pursuant to which, and subject to the terms and
conditions thereof, the Purchaser agreed to acquire and the Company
agreed to sell the asset management agreements and related assets
relating to all of the retail investment funds (the "Funds")
currently managed by LOGiQ Asset Management Ltd., LOGiQ Capital
Partners Inc. and LOGiQ Capital 2016, the Company's registered
subsidiaries (the "Transaction"). The purpose of the
Meetings was to consider and approve special resolutions to approve
the Transaction, as well as certain amendments (the "Debenture
Amendments") to the indenture governing the Debentures (the
"Indenture").
At the Meeting, Shareholders and Debentureholders approved the
special resolutions approving the Transaction and the Debenture
Amendments. Complete details regarding the matters considered at
the Meetings were outlined in the joint management information
circular dated October 11, 2017 (the
"Circular"), as supplemented by a Supplement to the Circular
dated November 13, 2017 (the
"Supplement"). The Circular and the Supplement are also
available at www.sedar.com.
As a result of the approval of the Debenture Amendments, the
Indenture was amended today to prohibit the Company from:
(a)
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further
borrowings;
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(b)
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repaying indebtedness
junior to the Debentures;
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(c)
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making new
investments requiring payment of a cash purchase price;
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(d)
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making payments to
third parties out of the ordinary course of business;
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(e)
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incurring obligations
to non-arm's length parties; or
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(f)
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making distributions
on its common shares or raising new equity capital,
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if doing so would reduce the Company's ability to repay the
Debentures or unless such transactions are expressly contemplated
by the Circular, as amended by the Supplement.
These additional restrictions will fall away if the Transaction
does not close, or if the aggregate principal amount of Debentures
tendered for retraction is not in excess of $15,170,000, and will otherwise continue until
the Debentures' maturity date or the Debentures are redeemed in
full.
The closing of the Transaction, which is expected to occur on or
about December 15, 2017, is subject
to a number of conditions precedent, including all required
securities regulatory and stock exchange approvals, and
satisfaction of other customary closing conditions.
LOGiQ (logiqasset.com) is a diversified asset management company
with a suite of retail mutual funds, closed end funds, hedge funds
and pooled funds, and also provides segregated institutional
managed accounts and institutional advisory sales. Excluding
the retail assets under management that are the subject of the
Transaction, LOGiQ has assets under management or advisement, and
institutional advisory sales-related fee earning arrangements that
are not managed or advised, totaling approximately $3.5 billion as at August
11, 2017.
SOURCE LOGiQ Asset Management Ltd.