TORONTO, June 26, 2018 /CNW/ - John Kennedy FitzGerald announced today that he has acquired $1,450,000 principal amount of 8% senior unsecured extendible non-redeemable convertible debentures ("Convertible Debentures"), each $1,000 principal amount convertible into common shares ("Common Shares") of Vogogo Inc. ("Vogogo") at conversion rate of 2,000 Common Shares at a value of $0.50 per Common Share, and 1,450,000 Common Share purchase warrants, each exercisable for one Common Share at a price of $0.70 per Common Share ("Warrants") pursuant to a public offering by Vogogo of units consisting of Convertible Debentures and Warrants (the "Offering").
Following completion of the Offering, Mr. FitzGerald has beneficial ownership, or control or direction over, 13,732,500 Common Shares, representing 7.9% of the issued and outstanding Common Shares, plus 12,899,741 Preferred Shares, $1,450,000 principal amount of Convertible Debentures and 1,450,000 Warrants. On a partially diluted basis, immediately after the Offering, Mr. FitzGerald has beneficial ownership of, or control or direction over, 18,082,500 Common Shares, representing 10.1% of the issued and outstanding Common Shares, which does not include any Preferred Shares, as none would be convertible under their terms, which terms do not permit conversions that would result in greater than 9.9% beneficial ownership. If Mr. Fitzgerald were permitted to convert such Preferred Shares, on a partially diluted basis he would have beneficial ownership, or control or direction over, 30,982,241 Common Shares, representing 16.1% of the issued and outstanding Common Shares.
Mr. FitzGerald effected the purchase of the Convertible Debentures and Warrants for investment purposes. Depending on market and other conditions, Mr. FitzGerald may from time to time in the future increase or decrease his ownership, control or direction over Common Shares or other securities of Vogogo, through market transactions, private agreements or otherwise. The acquisition of the Convertible Debentures and Warrants was made through a treasury issuance by Vogogo.
This press release is issued pursuant to National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, which requires a report to be filed on SEDAR (www.sedar.com) containing additional information with respect to the foregoing matters. A copy of this report may be obtained by contacting Vogogo at 403-648-9292.
SOURCE Vogogo Inc.
For further information: John Kennedy FitzGerald, Chief Executive Officer and President, 403-648-9292