Pender Expansion Fund Announces a Definitive Agreement to Get the Doing work Option Fund (EVCC) Ltd.
VANCOUVER, British Columbia, April 07, 2021 (World NEWSWIRE) — Pender Progress Fund Inc. (the “Company” or “Pender”) is happy to announce that it has entered into a definitive agreement (the “Arrangement”) for the potential acquisition (the “Proposed Transaction”) of all of the issued and outstanding shares of the Working Option Fund (EVCC) Ltd. (“WOF”) in trade for income thought pursuant to a statutory prepare of arrangement underneath the Company Companies Act (British Columbia).
As a steadfast trader in private companies in the BC know-how sector because 2000, Pender believes that extensive-time period committed cash is a important need for constructing a solid community tech sector. Considering that 1993, WOF has also been a important supporter of the BC technologies field, offering affected person extended-term cash to BC engineering business people.
David Barr, CEO of Pender, commented, “This Proposed Transaction represents a distinctive chance for Pender to receive an investment entity that holds a portfolio of mature businesses in the personal technologies house, our sector of abilities. In actuality, it also will allow us to add to our holdings of Copperleaf Systems Inc., 1 of the holdings we obtained in 2020.”
The Proposed Transaction would let Pender to provide ongoing help to the organizations now in WOF’s portfolio, permitting them to continue to execute on their strategic plans devoid of the disruption of a change in immediate possession. Pender’s purpose will be to help their growth and development towards probable exits when and where by attainable.
A exclusive committee of the WOF board of administrators engaged an independent experienced organization that has delivered a fairness opinion stating that the Proposed Transaction is fair from a financial position of watch to the shareholders of both equally the Undertaking Collection and the Commercialization Series, which with each other comprise WOF.
The Proposed Transaction gives the WOF Enterprise Series shareholders the selection to elect to keep on to maintain their WOF shares, permitting them to continue to participate in the long run overall performance of the underlying Undertaking Series portfolio, and with a limited once-a-year suitable to have their shares redeemed at 40% of NAV. It is anticipated that the WOF will distribute any excess funds, if any, to the WOF Undertaking Series shareholders as a dividend just prior to closing.
All those WOF Undertaking Sequence shareholders who do not elect to keep on to keep their shares (“Exiting Shareholders”) will, by default, receive a hard cash payment from Pender of 43.5% of the price of the Undertaking Collection NAV which will be payable 50% on closing of the Proposed Transaction and 50% thereafter. Exiting Shareholders have a minimal and conditional ideal to an added income payment from Pender dependent on a proportion share of the net gains on carrying values at the helpful date from divestment action in the Undertaking Sequence portfolio ahead of Could 18, 2022, specifically, (a) if a divestment completes on or ahead of November 18, 2021, Exiting Shareholders will get their pro rata portion of 60% of the net attain (b) if a divestment completes on or prior to February 18, 2022, Exiting Shareholders will receive their professional rata part of 45% of the internet obtain and (c) if a letter of intent, term sheet or binding arrangement for a divestment is entered into on or in advance of February 18, 2022 and such divestment is subsequently finished by May 18, 2022, Exiting Shareholders will obtain their pro rata entitlement of 20% of the internet acquire.
The sole portfolio asset linked to the Commercialization Series is BuildDirect.com Systems Inc. (“BuildDirect”) which introduced a probable reverse choose-around transaction and subscription receipt financing on March 19, 2021. For the Commercialization Series, it is predicted that the WOF will distribute excessive funds to its shareholders as a dividend just prior to closing and, on closing, the Commercialization Sequence shareholders would get a money payment from Pender equal to the greater of 50% of the NAV of the Commercialization Collection portfolio and 75% of the BuildDirect membership receipt funding selling price, if that financing is concluded on the Proposed Transaction closing day.
The Proposed Transaction is issue to a range of ailments to closing, like approval of the Supreme Courtroom of British Columbia, the WOF shareholders, the administrator underneath the Employee Financial commitment Act (British Columbia) and the TSX Undertaking Exchange. There can be no assurance that the Proposed Transaction will be completed on the foundation proposed or at all. A in-depth facts circular thoroughly describing the Proposed Transaction and issues relevant to it will be mailed to WOF shareholders in April and will be built readily available on WOF’s web site and profile on SEDAR.
About the Business
The Company’s goal is to realize very long-time period capital appreciation for its investors. The Enterprise makes use of its modest funds base and very long-expression horizon to spend in special predicaments mostly smaller cap, unique circumstances, and illiquid general public and personal companies. The Business trades on the TSX Enterprise Exchange under the symbol “PTF”.
Make sure you visit www.pendergrowthfund.com.
For further more data, please get hold of:
Tony Rautava
PenderFund Funds Management Ltd.
(604) 653-9625
Toll Free of charge: (866) 377-4743
Neither the TSX Venture Trade nor its Regulation Products and services Supplier (as that expression is described in the guidelines of the TSX Undertaking Trade) accepts obligation for the adequacy or accuracy of this release.
Ahead-Searching Info
This information release consists of certain “ahead searching statements” and selected “forward-hunting data” as defined below applicable Canadian and U.S. securities laws (with each other, “forward-on the lookout statements”). Forward-on the lookout statements can commonly be recognized by the use of forward-hunting terminology this sort of as “may”, “will”, “hope”, “intend”, “estimate”, “anticipate”, “think”, “carry on”, “programs”, “opportunity” or identical terminology. Ahead-looking statements in this information launch include things like, but are not constrained to, statements and information and facts connected to completion of the Proposed Transaction and the anticipated added benefits of the Proposed Transaction to the Corporation. In generating the forward-seeking statements in this news launch, the Corporation has used various materials assumptions, including with out limitation, the assumptions that the get-togethers will be able to satisfy the problems to closing and comprehensive the Proposed Transaction and that the Enterprise will be able to accomplish its ideas and goals with respect to the WOF portfolio. Ahead-looking statements and info are not historical information and are created as of the day of this information release. These ahead-hunting statements entail numerous threats and uncertainties and genuine benefits may range. Crucial variables that may possibly induce genuine results to range include with out limitation, dangers relevant to the capacity of the events to fulfill the circumstances of the Proposed Transaction and shut the Proposed Transaction and the ability of the Company to execute its strategies and goals with regard to the Proposed Transaction and the WOF portfolio, which include any alterations in common financial conditions or disorders in the economical markets. The actual final results or efficiency by the Organization could vary materially from those people expressed in, or implied by, any forward-hunting statements relating to these issues. Accordingly, no assurances can be specified that any of the activities anticipated by the forward-on the lookout statements will transpire or come about, or if any of them do so, what effects they will have on the Proposed Transaction or money affliction of the Company. Other than as required by legislation, the Business is less than no obligation, and expressly disclaim any obligation, to update, alter or or else revise any ahead-seeking assertion, no matter if penned or oral, that may perhaps be produced from time to time, whether as a outcome of new facts, long term gatherings or in any other case, apart from as may perhaps be demanded less than applicable securities legislation.