/NOT FOR DISTRIBUTION TO U.S. NEWSWIRES OR DISSEMINATION IN THE UNITED STATES/
TORONTO, Aug. 1, 2017 /CNW/ - Canaccord Genuity Acquisition Corp. ("CGAC" or the "Corporation") is pleased to announce the closing (the "Closing") of its initial public offering (the "Offering") of $30,000,000 of Class A Restricted Voting Units. CGAC has granted the underwriters an over-allotment option to purchase up to an additional 1,500,000 Class A Restricted Voting Units on the same terms and conditions, exercisable in whole or in part up to 30 days following closing of the Offering (the "Over-Allotment Option"). The proceeds from the distribution of the Class A Restricted Voting Units (along with the proceeds from any exercise of the Over-Allotment Option granted by the Corporation) were deposited into an escrow account and will only be released upon certain prescribed conditions, as further described in the final prospectus dated July 24, 2017 (the "Final Prospectus").
The sponsor of CGAC is CG Investments Inc. ("CGII"), a wholly-owned subsidiary of Canaccord Genuity Group Inc. CGAC is a newly organized special purpose acquisition corporation formed for the purpose of effecting an acquisition of one or more businesses. CGAC intends to target a growth company with an enterprise value of between $50 million and $250 million for its qualifying acquisition (the "QA"), although there is no limit on the size, industry or geographic region of the acquisition. The acquisition target is expected to be an operating business that would benefit from being a public company.
Each Class A Restricted Voting Unit has an offering price of $3.00 per Class A Restricted Voting Unit and consists of one Class A Restricted Voting Share and one Warrant. Prior to any QA, the Class A Restricted Voting Shares and Warrants will trade as a unit and may only be redeemed as a unit. On or following completion of the Corporation's QA, each Class A Restricted Voting Share (unless previously redeemed) and each Class B Share of the Corporation would be automatically converted into one Common Share. Each Warrant will entitle the holder to purchase one Common Share of CGAC for a purchase price of $3.45 commencing 30 days after the closing date of CGAC's QA and will expire five years after the closing date of such QA. Upon certain events, the Class A Restricted Voting Units will be redeemable by holders for a pro‐rata portion of the escrow account, net of taxes payable and other prescribed amounts, as further described in the final prospectus. The Class A Restricted Voting Units will commence trading today on the Toronto Stock Exchange under the symbol "CGAC.UN".
Concurrent with Closing, CGII purchased 833,333 Class B Units of the Corporation (each consisting of one Class B Share and one Warrant) for a purchase price of $3.00 per Class B Unit, resulting in aggregate proceeds of approximately $2,500,000 to CGAC. When aggregated with existing positions owned by CGII (assuming the separation of the Class B Units), CGII owns 3,827,917 Class B Shares and 833,333 Warrants, representing an approximate 97.0% interest in the Class B Shares and an approximate 27.4% of the total Class A Restricted Voting Shares and Class B Shares (assuming no forfeiture of Class B Shares or acquisition of additional Class B Units depending on the extent to which the Over-Allotment Option is exercised).
CGII's position in CGAC was acquired for investment purposes. CGII is restricted from selling its Class B Shares and Class B Units as described in the Final Prospectus. CGII will acquire additional Class B Units if the Over-Allotment Option is exercised, and may purchase and/or sell any Class A Restricted Voting Units from time to time, subject to applicable law. In connection with the Offering, and as sponsor to CGAC, CGII entered into certain material agreements, all as described in the Final Prospectus.
CGAC's and CGII's head and registered offices are located at 161 Bay Street, Suite 3000 Toronto, Ontario M5J 2S1
The Offering is being distributed by a syndicate of underwriters led by Canaccord Genuity Corp. and Cormark Securities Inc., as independent underwriter. Goodmans LLP is acting as legal counsel to CGAC and CGII. Blake, Cassels & Graydon LLP is acting as legal counsel to the Underwriters.
This press release is not an offer of securities for sale in the United States, and the securities may not be offered or sold in the United States absent registration or an exemption from registration. The securities have not been and will not be registered under the United States Securities Act of 1933. Copies of the final prospectus are available on SEDAR at www.sedar.com.
About Canaccord Genuity Acquisition Corp.
Canaccord Genuity Acquisition Corp. is a newly organized special purpose acquisition corporation incorporated under the laws of the Province of Ontario for the purpose of effecting a qualifying acquisition.
About CG Investments Inc.
CG Investments Inc. is the sponsor of CGAC. CG Investments Inc. is a wholly-owned subsidiary of Canaccord Genuity Group Inc., a leading independent, full-service financial services firm, with operations in two principal segments of the securities industry: capital markets and wealth management.
Forward Looking Statements
This press release may contain forward‐looking information within the meaning of applicable securities legislation, which reflects CGII's and CGAC's current expectations regarding future events. Forward‐looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond CGII's or CGAC's control, which could cause actual results and events to differ materially from those that are disclosed in or implied by such forward‐looking information. Such risks and uncertainties include, but are not limited to, failure to complete the Offering and related transactions, and the factors discussed under "Risk Factors" in the final prospectus of CGAC dated July 24, 2017, a copy of which is available on SEDAR at www.sedar.com. Neither CGII nor CGAC undertake any obligation to update such forward‐looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
SOURCE Canaccord Genuity Acquisition Corp.
For further information: Canaccord Genuity Acquisition Corp., Brad Cameron, Chairman and Chief Executive Officer, (416) 687-5364