Increase in holdings of securities of Global Water Asset Corp. by Wayne Fox
MONTREAL, Dec. 1, 2014 /CNW Telbec/ - On December 31, 2012, Wayne Fox ("Fox"), 141 Adelaide Street West, Suite 1510, Toronto, Ontario M5H 3L5, acquired beneficial ownership and control over the following securities of Global Water Asset Corp. (OTC Pink: GLWA) ("Global"):
(i) |
12,239,541 Common Shares of Global, representing approximately 26.0% of the outstanding Common Shares, |
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(ii) |
1,706,400 Common Shares of Global, representing approximately 4.7% of the outstanding Common Shares, and |
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(iii) |
6,300 Series D Convertible Preferred Shares of Global, representing approximately 46.7% of the outstanding Series D Convertible Preferred Shares. |
Each Series D Convertible Preferred Share is convertible into 1,000 Common Shares. Therefore, on December 31, 2012, Fox's securityholding percentage in the Common Shares of Global (including Common Shares convertible upon conversion of the Series D Convertible Preferred Shares) acquired by him was approximately 35.3%.
Immediately following the acquisitions noted above, Fox had deemed beneficial ownership of a total of 27,281,683 Common Shares (including 6,300,000 Common Shares that are issuable upon conversion of 6,300 Series D Convertible Preferred Shares beneficially owned and controlled by Fox), and Fox's securityholding percentage of Global's outstanding Common Shares was approximately 47.6%.
The purchase price for the 12,239,541 Common Shares was Cdn.$101,544, which was satisfied through the cancellation of the same amount of indebtedness of Global held by Forstar Capital Advisors Inc., acting as bare trustee for Fox. No consideration was paid by Fox upon conversion of 1,706.4 Series C Convertible Preferred Shares previously beneficially held by him into 1,706,400 Common Shares. The purchase price for the 6,300 Series D Convertible Preferred Shares was Cdn.$100 per share or approximately Cdn.$630,000 in aggregate.
The acquisitions noted above were made by Fox for investment purposes. Fox may otherwise determine to increase or decrease his investment in Global depending on market conditions and any other relevant factors.
This release is being issued pursuant to the early warning requirement under National Instrument 62-103 and Multilateral Instrument 62-104. In connection with the issuance of the Common Shares and Series D Convertible Preferred Shares, the parties relied upon the "accredited investor" exemption from prospectus and registration requirements set forth in Section 2.3 of National Instrument 45-106 and Sections 3(a)(9) and 4(2) of the United States Securities Act of 1933, as amended.
SOURCE: Global Water Asset Corp.
For a copy of the report filed by Wayne Fox in connection with the transactions noted in this release, please contact Michel Lebeuf, V.P. Legal, Global Water Asset Corp., at Tel.: (514) 347-8397.
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