Smoothwater Acquires Additional Shares of Genesis
TORONTO, Nov. 30, 2020 /CNW/ - Smoothwater Capital Corporation ("Smoothwater"), the largest shareholder of Genesis Land Development Corp. (TSX: GDC) ("Genesis"), announces that during the period of September 8, 2020 to November 17, 2020 it acquired an aggregate of 426,200 common shares of Genesis (the "Common Shares") on the open market through the facilities of the Toronto Stock Exchange (the "TSX") and NEO Exchange (the "Market Purchases"). These purchases represent approximately 1.02% of the 41,929,335 issued and outstanding Common Shares (the "Outstanding Shares") as at November 5, 2020, as reported by Genesis in its management's discussion and analysis for the three and nine months ended September 30, 2020. The Market Purchases were made by Smoothwater at an average price of $1.48 per Common Share for aggregate consideration of approximately $630,776.
In addition, Smoothwater announces that it has acquired 1,273,800 Common Shares at a price of $2.11 per Common Share in a private purchase from a vendor resident in Ontario for total consideration of approximately $2,687,624.81 (the "Private Purchase"), representing approximately 3.04% of the Outstanding Shares. Smoothwater made the Private Purchase in accordance with the "private agreement" exemption contained in section 4.2 of National Instrument 62-104 – Take-Over Bids and Issuer Bids ("NI 62-104").
Together, the Market Purchases and the Private Purchase make up a total of 1,700,000 Common Shares, representing approximately 4.05% of the Outstanding Shares.
Prior to the Market Purchases and the Private Purchase, Smoothwater had ownership and control over 18,062,720 Common Shares, representing approximately 43.08% of the Outstanding Shares. After giving effect to the Market Purchases and the Private Purchase, Smoothwater has ownership and control over an aggregate of 19,762,720 Common Shares, representing approximately 47.13% of the Outstanding Shares.
The 426,200 Common Shares Smoothwater acquired pursuant to the Market Purchases were acquired in reliance upon the "normal course purchase" exemption from the take-over bid requirements contained in section 4.1 of NI 62-104. In the preceding 12-month period from November 17, 2020, Smoothwater had acquired 2,092,400 Common Shares, representing approximately 4.99% of the Outstanding Shares.
There is a published market for the Common Shares, and none of the Common Shares that are the subject of the Market Purchases were acquired for consideration with a value in excess of the market price of the Common Shares on the date of purchase, plus reasonable brokerage fees or commissions actually paid.
In purchasing the Common Shares subject to the Private Purchase, Smoothwater was entitled to rely on the "private agreement" exemption because (i) the purchase of the Common Shares was not made from more than five persons, (ii) the offer to purchase was not made generally to all holders of Common shares, and (iii) the value of the consideration paid for the Common Shares pursuant to the Private Purchase (inclusive of brokerage fees and commissions) was not greater than 115% of the market price of Common Shares on the TSX, as determined in accordance with section 1.11 of NI 62-104.
Smoothwater holds the Common Shares noted above for investment purposes. Smoothwater and/or its joint actors may, from time to time on an individual or joint basis in the future, directly or indirectly acquire ownership of or control over additional securities of Genesis.
An early warning report in connection with this press release is being filed by Smoothwater in accordance with applicable Canadian securities laws and will be available on the SEDAR website at www.sedar.com and can also be obtained by contacting Stephen J. Griggs, Chief Executive Officer of Smoothwater, at 416.644.6582.
SOURCE Smoothwater Capital Corporation
For more information, including to obtain a copy of the early warning report to which this press release relates, please contact: Stephen J. Griggs, Chief Executive Officer, Smoothwater Capital Corporation, Suite 4610, 100 King Street West, Toronto, Ontario M5X 1E5, 416.644.6582, [email protected]
Share this article