TORONTO, June 24, 2016 /CNW/ - Michael G. Sifton, the President and Chief Executive Officer and a director of DATA Group Ltd. (the "Company") (Company address: 9195 Torbram Road, Brampton, Ontario L6S 6H2), announces that, as a result of the transactions described below, Mr. Sifton would have beneficial ownership of, or control over, 154,287,454 common shares of the Company ("Common Shares"), representing approximately 12.4% of the issued and outstanding Common Shares.
On May 27, 2016, pursuant to the Company's Long-Term Incentive Plan, the Company granted options (the "Options") to Mr. Sifton to purchase up to 49,937,636 Common Shares with the exercise price of $0.015 per share. By the terms of the grant of the Options, they vested upon the employment arrangements between the Company and Mr. Sifton as the Chief Executive Officer of the Company being finalized and becoming effective. On June 24, 2016, the Company and Mr. Sifton entered into an amended employment agreement and on that date the Options became vested.
Previously, on June 1, 2016, the Company announced that it raised $2.35 million pursuant to its private placement of Common Shares to a group of investors. Mr. Sifton participated in the placement and acquired 98,876,520 Common Shares at a price of $0.014 per share for an aggregate consideration of approximately $1,384,271.
Prior to the placement, Mr. Sifton had beneficial ownership of, or control over, 5,468,216 Common Shares. In addition, Mr. Sifton has beneficial ownership of $62,000 aggregate principal amount of the Company's outstanding 6.00% convertible unsecured subordinated debentures (the "Debentures"). The principal amount of the Debentures is convertible, at the option of the holder, into Common Shares at a conversion price of $12.20 per share.
Assuming the exercise of the Options in whole and the conversion of $62,000 principal amount of the Debentures in whole and after giving effect to all the private placements announced by the Company, Mr. Sifton would have beneficial ownership of, or control over, 154,287,454 Common Shares, representing approximately 12.4% of the issued and outstanding Common Shares.
The purpose of the granting of the Options was to provide long term incentive to Mr. Sifton as the Chief Executive Officer of the Company. The Common Shares, the Options and the Debentures are being acquired and will be held for investment purposes. Other than the possible exercise of the Options and conversion of the Debentures, Mr. Sifton does not have any present plans or intentions to acquire or dispose of the Common Shares. Depending upon the circumstances, including but not limited to the Company's business and prospects, market and general economic conditions and other available investment opportunities, however, Mr. Sifton may, in the future, acquire additional securities or related financial instruments of the Company or dispose of all or a portion of the securities or related financial instruments of the Company previously acquired.
This news release is being issued in accordance with National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues and in connection with the filing of an early warning report dated June 24, 2016 with respect to the foregoing matters (the "Early Warning Report"). A copy of the Early Warning Report has been filed on the System for Electronic Document Analysis and Review under the Company's profile at www.sedar.com.
SOURCE Michael G. Sifton
For further information: For further information or to obtain a copy of the Early Warning Report, please contact Michael G. Sifton at DATA Group Ltd. at (905) 494-4006.