Fine Capital Partners L.P. Announces Acquisition of Shares in WildBrain in connection with Interest Payable at Maturity of Exchangeable Debentures
NEW YORK, June 23, 2023 /CNW/ - Fine Capital Partners L.P. ("Fine L.P.") and Fine Capital Management LLC ("Fine Capital") announced today that Fine L.P., in its capacity as investment manager on behalf of certain of the funds it manages (the "Fine Funds"), was advised that the Fine Funds will be issued an aggregate of 2,735,850 variable voting shares ("Interest Shares") of WildBrain Ltd. (the "Issuer") in connection with the June 24, 2023 maturity of the 7.50% secured exchangeable debentures (the "Exchangeable Debentures") of a subsidiary ("Subco") of the Issuer held by the Fine Funds. The Interest Shares are to be issued as a result of Subco electing (the "Issuance Election") to satisfy its obligations to pay all accrued and unpaid interest on the maturity of the Exchangeable Debentures by delivering variable voting shares of the Issuer (together with the common voting shares of the Issuer, the "Voting Shares") as permitted by the terms of the Exchangeable Debenture. On maturity, there was an aggregate of US$3,834,988 (C$5,064,484.96)1 of accrued and unpaid interest outstanding on the Exchangeable Debentures. The Interest Shares were issued at a price of US$1.40 (C$1.85)2 per Voting Share.
Immediately prior to Issuance Election, Fine L.P., in its capacity as investment manager of the Fine Funds, had control or direction over 69,973,008 Voting Shares and, including Voting Shares it was deemed to have control or direction over, 92,214,387 Voting Shares, representing 39.65% of the issued an outstanding Voting Shares and 46.41% of the Voting Shares on a partially diluted basis. Immediately following the Issuance Election, Fine L.P., in its capacity as investment manager of the Fine Funds, had control or direction over 69,973,008 Voting Shares and, including Voting Shares it was deemed to have control or direction over, 94,950,237 Voting Shares, representing 39.65% of the issued and outstanding Voting Shares and 47.13% of the Voting Shares on a partially diluted basis. Both immediately prior and following the Transaction, Fine Capital held 666,609 Voting Shares representing 0.38% of the issued and outstanding Voting Shares. The Fine Funds have beneficial ownership of all of the Voting Shares over which Fine L.P. exercises control or direction. In addition, Fine L.P., on behalf of the Fine Funds, has exercised the right to have the repayment of entire principal amount of the Exchangeable Debentures at maturity satisfied by the delivery of Voting Shares. The delivery of such Voting Shares is included in the beneficial holdings of the Fine Funds in the partially diluted calculations both before and after the Issuance Election set out above.
The Voting Shares were acquired by Fine L.P., on behalf of the Fine Funds, pursuant to the Issuance Election (and at the election of the Issuer) and will be held by the Fine Funds for investment purposes. Depending on market conditions and other factors, Fine L.P., Fine Capital and persons acting jointly with them may, from time to time, acquire additional Voting Shares or other securities of the Issuer or dispose of some or all of the Voting Shares or other securities of the Issuer that they own at such time.
Fine L.P. is a limited partnership and Fine Capital is a limited liability company, in each case, organized under the laws of Delaware, with their principal businesses being investment activities and their head offices are located at:
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The accrued and unpaid interest was converted from United States dollars to Canadian dollars at a rate of 1.3206 C$/US$. |
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The issue price was converted from United States dollars to Canadian dollars at a rate of 1.3206 C$/US$. |
Fine Capital Partners L.P./Fine Capital Management LLC
3 Columbus Circle, 15th Floor
New York, New York
10019
The head office of WildBrain is:
WildBrain Ltd.
1478 Queen Street
Halifax, Nova Scotia
B3J 2H7
An early warning report will be electronically filed with the applicable securities commission in each jurisdiction where WildBrain is reporting and will be available on SEDAR at www.sedar.com.
SOURCE Fine Capital Partners L.P.
For further information or to obtain a copy of the early warning report, please contact Jessica Carney at 212-492-8200.
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