Early Warning Report News Release in Respect of Input Capital Corp.

REGINA, April 18, 2017 /CNW/ - Doug Emsley, Chairman, President and Chief Executive Officer of Input Capital Corp. (the "Corporation" or "Input") (TSX Venture: INP) (US: INPCF) and Emsley & Associates (2002) Ltd. ("Emsley & Associates"), a corporation which is owned 50% by Mr. Emsley and 50% by Tamara Krueger Emsley, have announced that today, Emsley & Associates acquired from XL Value Offshore LLC ("XLVO") 3,000,000 common shares of the Corporation representing approximately 3.7% of the outstanding common shares (the "E&A Transaction"). 

Contemporaneously with the E&A Transaction, the Farquhar Family Trust (the "Farquhar Trust"), the sole trustee of which is Brad Farquhar, Executive Vice-President and Chief Financial Officer of Input, has separately acquired from XLVO 750,000 common shares of the Corporation, and Dalhousie Capital Corp. ("Dalhousie"), a corporation controlled by Gord Nystuen, Vice-President, Market Development of Input, has separately acquired from XLVO 500,000 common shares of the Corporation.

In the aggregate, XLVO has sold 4,250,000 common shares of Input representing approximately 5.2% of the outstanding common shares (the "XLVO Transaction").  The common shares were acquired by each of Emsley & Associates, the Farquhar Trust and Dalhousie in their respective transactions at a price of $1.80 per share.  The aggregate acquisition price of Emsley & Associates is $5,400,000, of the Farquhar Trust is $1,350,000, and of Dalhousie is $900,000, representing aggregate consideration to XLVO of $7,650,000, which amounts were financed by XLVO pursuant to loan agreements entered into with each of Emsley & Associates, the Farquhar Trust and Dalhousie.

Each of Mr. Emsley and Emsley & Associates, Mr. Farquhar and the Farquhar Trust, and Mr. Nystuen and Dalhousie, respectively, acted independently with respect to these transactions.  None of Mr. Emsley and Emsley & Associates, Mr. Farquhar and the Farquhar Trust, and Mr. Nystuen and Dalhousie, respectively, has any agreement, commitment or understanding with any other of them with respect to the acquisition, ownership, control or direction of the common shares of the Corporation that are the subject to these transactions.

Immediately before the E&A Transaction, Mr. Emsley owned 254,627 common shares of Input and exercised control or direction over 7,453,820 common shares of Input owned by Emsley & Associates representing approximately 9.4% of the outstanding common shares.  Immediately after the E&A Transaction, Mr. Emsley will own 254,627 common shares of Input and exercise control or direction over 10,453,820 common shares of Input owned by Emsley & Associates, representing approximately 13.1% of the outstanding common shares.  Mr. Emsley also holds options to acquire an aggregate of 2,375,411 common shares of the Corporation, of which 1,939,109 are exercisable within 60 days.  If such exercisable options were exercised:  (i) immediately before the E&A Transaction, Mr. Emsley would have owned and exercised control or direction over approximately 11.5% of the outstanding common shares on a partially diluted basis; and (ii) immediately after the E&A Transaction, Mr. Emsley would own and exercised control or direction over approximately 15.1% of the outstanding common shares on a partially diluted basis. 

The E&A Transaction was entered into by Emsley & Associates for investment purposes.  Mr. Emsley and Emsley & Associates may, depending on market and other conditions, acquire additional common shares of Input through market transactions, private agreements, treasury issuances, exercise of options, or otherwise, or may sell all or some portion of the common shares of Input that it owns, or may continue to hold the common shares of Input.

Immediately before the XLVO Transaction, XLVO owned 13,636,074 common shares of Input, representing approximately 16.7% of the outstanding common shares.  Immediately after the XLVO Transaction, XLVO owns 9,386,074 common shares of Input, representing approximately 11.5% of the outstanding common shares.

The XLVO Transaction was entered into by XLVO in the normal course of its investment activity. XLVO holds common shares of Input for investment purposes and may, from time to time, increase or decrease its investment in Input through market transactions, private agreements, treasury issuances or otherwise at any time subject to applicable contractual restrictions and depending on market conditions and any other relevant factors.

For further information and to obtain a copy of the early warning report filed by Mr. Emsley and Emsley & Associates under applicable Canadian securities laws in connection with the transactions hereunder, please see Input's profile on the SEDAR website www.sedar.com or contact Doug Emsley using the contact information below.

About Input

Input is an agriculture commodity streaming company with a focus on canola, the largest and most profitable crop in Canadian agriculture. Input enters into multi-year canola streaming contracts with canola farmers in western Canada.  Pursuant to the streaming contract, Input purchases a fixed portion of the canola produced for the duration of the term of the contract.  Input is a non-operating farming company with a diversified portfolio of canola streams, all of which produce canola and revenue for Input within a year of being signed. Input plans to grow and diversify its low cost canola production profile through entering into additional canola streaming contracts with farmers across western Canada. Input is focused on farmers with quality production profiles, excellent upside yield potential, and strong management teams.

About XLVO

XLVO is a limited liability company organized under the laws of Bermuda that operates as an investment holding company. XLVO is an affiliate of each of Catlin Underwriting Agencies Limited and Catlin Re Switzerland Ltd., which originally purchased its common shares of the Corporation pursuant to an agreement with Input in 2013. For further information and to obtain a copy of the early warning report filed by XLVO under applicable Canadian securities laws in connection with the transactions hereunder, please see Input's profile on the SEDAR website www.sedar.com or contact Abbe F. Goldstein or Carol Parker Trott at:

XL Value Offshore LLC
O'Hara House, One Bermudiana Road
Hamilton, HM 08,
Bermuda

NEITHER TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

SOURCE Input Capital Corp.

Doug Emsley, President & CEO, [phone], [email protected]; Brad Farquhar, Executive Vice-President & CFO, [phone], [email protected]; Abbe F. Goldstein, CFA, Investor Relations, [phone], [email protected]; Carol Parker Trott, Media Relations, [phone], [email protected]

Related Links

http://www.inputcapital.ca/