European High Growth Opportunities Securitization Fund Converts Debentures of Braingrid Limited
August 26 2019 - 4:49PM
European High Growth Opportunities Securitization Fund (the
“
Fund”) announced today, further to the press
releases of Braingrid Limited (“
Braingrid” or the
"
Company") (
CSE:BGRD) on June 18,
2019 and August 8, 2019, the conversion of $160,000 of its
aggregate $850,000 of Debentures (as defined below) on each of July
29, 2019 and August 20, 2019 (each, a “
Conversion”
and, collectively, the Conversions) and the sale of an aggregate
6,000,000 Shares (as defined below) between June 25, 2019 and
August 23, 2019.
Pursuant to the terms of the Financing, the Company issued to
the Fund a convertible debenture (the “Debenture”)
in the principal amount of $850,000 and share purchase warrants
(the “Warrants”) exercisable to acquire up to
14,875,000 common shares of the Company (the
“Shares”). The Debenture and Warrants otherwise
have the terms described in the Company’s press release dated June
18, 2019. Further terms of the Financing are set out in the
Subscription Agreement as filed on SEDAR and available under the
Company’s profile at www.sedar.com.
Immediately following the closing of the
Financing, the Acquiror owned, controlled or directed (directly or
indirectly): (i) an aggregate principal amount of $850,000
Debentures; and (ii) 14,875,000 Warrants. Based on the foregoing,
the Acquiror, directly or indirectly, beneficially owned or
exercised control or direction over 28,208,333 Common Shares,
representing approximately 36.6% of the issued and outstanding
Common Shares on a non-diluted basis (assuming the conversion of
the aggregate principal amount of $850,000 Debentures and the
exercise of the 14,875,000 Warrants) and 25.5% of the issued and
outstanding Common Shares on a diluted basis.
After giving effect to the Conversions and the
sale of Shares, the Acquiror owns, controls or directs (directly or
indirectly): (i) an aggregate principal amount of $530,000
Debentures; and (ii) 14,875,000 Warrants, representing 30.12% of
the issued and outstanding Common Shares on a non-diluted basis
(assuming the conversion of the aggregate principal amount of
$850,000 Debentures and the exercise of an aggregate of 14,875,000
Warrants) and 23.15% of the issued and outstanding Common Shares on
a diluted basis.
Debentures and Warrants were acquired by the Fund for investment
purposes. Depending on market and other conditions, the Fund may,
directly or indirectly, acquire ownership or control over
additional securities of the Company, through open market or
through private acquisitions or sell securities of the Company
either on the open market or through private dispositions in the
future depending on market conditions and/or other relevant
factors.
This press release is issued pursuant to National Instrument
62-103 – The Early Warning System and Related Take-Over Bid and
Insider Reporting Issues, which also requires a report to be filed
with regulatory authorities in which the Company is a reporting
issuer containing information with respect to the foregoing matters
(the “Early Warning Report”). A copy of the Early
Warning Report will appear at www.sedar.com under the Company’s
profile.
The address of the Fund is:
European High Growth Opportunities Securitization
Fund
25 Hanover Square, 2nd and 6th
Floor
London W1S
1JF
United Kingdom
About Braingrid
Braingrid is a global technology company committed to the best
interests of the precision agriculture industry for the long term.
Braingrid provides valuable grow analytics by capturing real-time
data using its technology platform to increase revenues, reduce
costs, risks and improve yield – making it easier for the grower to
operate efficiently and effectively. The Company is listed on the
CSE under the symbol BGRD.
About European High Growth Opportunities Securitization
Fund
Neither the CSE nor its Regulation Services Provider (as that
term is defined in the policies of the CSE) accepts responsibility
for the adequacy or accuracy of this release. Statements included
in this announcement, including statements concerning plans,
intentions and expectations, which are not historical in nature are
intended to be, and are hereby identified as "forward-looking
statements". Forward-looking statements may be identified by words
including "anticipates", "believes", "intends", "estimates",
"expects" and similar expressions. The Fund cautions readers that
forward-looking statements are subject to certain risks and
uncertainties that could cause actual results to differ materially
from those indicated in the forward-looking statements.
Contact:Pierre Vannineuse+44 (0) 203 855 0088
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