DataWind Inc. Completes Initial Public Offering and Commences Trading on the Toronto Stock Exchange
/NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER UNITED STATES WIRE SERVICES/
MISSISSAUGA, ON, July 8, 2014 /CNW/ - DataWind Inc. ("DataWind" or the "Company") is pleased to announce that it has successfully completed its initial public offering of 6,316,000 common shares of the Company ("Common Shares") at a price of CAN$4.75 per Common Share for gross proceeds of CAN$30,001,000 to DataWind (the "Offering"). The Company's Common Shares will begin trading today on the Toronto Stock Exchange under the symbol "DW".
The Offering was made through a syndicate of underwriters led by Canaccord Genuity Corp. and including National Bank Financial Inc., Cormark Securities Inc. and Haywood Securities Inc. (collectively, the "Underwriters"). The Underwriters have been granted an over-allotment option (the "Over-Allotment Option") to purchase up to an additional 947,400 Common Shares from the Company at a price of CAN$4.75 per Common Share for additional gross proceeds of CAN$4,500,150 if the Over-Allotment Option is exercised in full. The Over-Allotment Option is exercisable for the period of 30 days from the closing of the Offering.
Osler, Hoskin & Harcourt LLP acted as Canadian legal counsel to DataWind and Borden Ladner Gervais LLP acted as Canadian legal counsel to the Underwriters. A copy of the final prospectus of DataWind is available on SEDAR at www.sedar.com.
Early Warning System Information
As a condition to the Offering, DataWind UK Plc ("DataWind UK") (the predecessor corporation of Datawind) and DataWind have completed the Pre-IPO Reorganization (as described in the final prospectus on page 59) in a private transaction completed prior to the closing of the Offering, pursuant to which shareholders of DataWind UK exchanged their shares for Common Shares of DataWind and Datawind UK has become a wholly-owned subsidiary of DataWind. Each Common Share issued in connection with the Pre-IPO Reorganization was valued at CAN$4.75. As a result of the Pre-IPO Reorganization, and following completion of the Offering, certain shareholders of DataWind UK listed in the table below have become beneficial owners of a number of Common Shares exceeding 10% of the outstanding Common Shares of DataWind on a partially diluted basis (assuming exercise of their respective warrants and options to acquire Common Shares). In connection with the Pre-IPO Reorganization, the shareholders below exchanged their options to acquire ordinary shares of DataWind UK for options to acquire Common Shares and, in accordance with a put/call agreement entered into as part of the Pre-IPO Reorganization, they will be entitled to receive Common Shares of DataWind upon exercise of their warrants of DataWind UK. Each of the individuals listed below holds his securities of DataWind for investment purposes and he may increase or decrease his holdings in the future based on market or other conditions.
| Name |
# of Common Shares Beneficially Owned |
% of Common Shares Outstanding |
Warrants Beneficially Owned |
Options Beneficially Owned |
Partially Diluted % Ownership |
Address |
| Raja Singh Tuli
|
2,124,186 |
9.66% |
677,245 |
619,596 |
14.70% |
407 St-Laurent Boulevard, Suite 500, Montreal, Quebec, |
| Suneet Singh Tuli |
886,445 |
4.03% |
381,971 |
1,183,692 |
10.41% |
7895 Tranmere Drive, Suite 207, Mississauga, Ontario, |
Raja Singh Tuli and Suneet Singh Tuli have agreed, subject to certain limited exceptions, not to directly or indirectly offer, sell or otherwise dispose of, without the prior consent of the Underwriters, any securities of DataWind for a period of 12 months following closing of the Offering. The issuance of this news release is not an admission that a person named in this news release is a joint actor with another named person.
A copy of the report required to be filed by Raja Singh Tuli and Suneet Singh Tuli in conjunction with the disclosures in this news release under National Instrument 62-103 will be available on SEDAR at www.sedar.com and may be obtained by contacting Dan Hilton, Chief Financial Officer of DataWind as indicated below.
About DataWind
DataWind is a leader in low-cost Internet connectivity for emerging markets. DataWind's mission is to bring the Internet, which has the ability to create tremendous social and economic benefits, to billions of unconnected people in the developing world. The Company's Internet Delivery Platform offers a low-cost Internet browsing solution by bundling an affordable tablet device with an inexpensive, pre-paid, 2G Internet service plan.
No securities regulatory authority has either approved or disapproved the contents of this press release. This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities of DataWind in any jurisdiction in which such offer, solicitation or sale would be unlawful. The Common Shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act") or any 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 and applicable state securities laws.
SOURCE: DataWind Inc.
Dan Hilton, Chief Financial Officer, (613) 277?3266, [email protected], www.datawind.com
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