/NOT FOR DISTRIBUTION TO U.S. NEWSWIRES OR DISSEMINATION IN THE UNITED STATES/
TORONTO, Sept. 14, 2018 /CNW/ - Canaccord Genuity Growth Corp. ("CGGC") has filed a final prospectus with the securities regulatory authorities in each of the provinces and territories of Canada other than Quebec in respect of its initial public offering (the "Offering"). CGGC is a newly-organized special purpose acquisition corporation formed for the purpose of effecting an acquisition of one or more businesses within a specified period of time.
The Offering is for 13,350,000 Class A restricted voting units of CGGC (the "Class A Restricted Voting Units") at an offering price of $3.00 per Class A Restricted Voting Unit, for aggregate proceeds of $40,050,000. CGGC has granted the Underwriters (as defined below) an over-allotment option to purchase up to an additional 2,002,500 Class A Restricted Voting Units on the same terms and conditions, exercisable in whole or in part by the Underwriters up to 30 days following closing of the Offering (the "Over-Allotment Option"). The gross proceeds of the Offering (along with the gross proceeds from any exercise of the Over-Allotment Option) will be placed in escrow pending completion of a qualifying transaction by CGGC and will only be released upon certain prescribed conditions.
Each Class A Restricted Voting Unit is comprised of a Class A Restricted Voting share (a "Class A Restricted Voting Share") and a share purchase warrant (a "Warrant"). Each Warrant will entitle the holder to purchase one common share of CGGC (a "Common Share") for a purchase price of $3.45, commencing 65 days after the completion of our qualifying transaction and will expire on the day that is five years after the closing date of our qualifying transaction or earlier. Class A Restricted Voting Units will be redeemable for a pro-rata portion of the amount then held in the escrow account, net of taxes payable and other prescribed amounts. Each Class A Restricted Voting Unit will separate following the closing of the qualifying transaction into one common share of CGGC and one Warrant. Prior to any qualifying transaction, the Class A Restricted Voting Shares and Warrants comprising the Class A Restricted Voting Units will trade as a unit and may only be redeemed as a unit. Following completion of the qualifying transaction, (i) the Class A Restricted Voting Shares will convert into Common Shares, (ii) the Common Shares and the Warrants will separate and (iii) the Common Shares will trade separately from the Warrants, subject to CGGC meeting the Aequitas NEO Exchange Inc.'s (the "Exchange") listing requirements.
The Offering is being distributed by a syndicate of underwriters co-led by Canaccord Genuity Corp. and Cormark Securities Inc. (collectively, the "Underwriters").
The sponsor of CGGC is CG Investments Inc. ("CGII"), a wholly-owned subsidiary of Canaccord Genuity Group Inc. and an affiliate of Canaccord Genuity Corp. ("Canaccord Genuity"). CGII intends to purchase 833,333 Class B units of CGGC ("Class B Units") at an offering price of $3.00 per Class B Unit for aggregate proceeds of $2,500,000 concurrently with the closing of the Offering. Each Class B Unit will consist of one Class B share of CGGC and one Warrant.
The CGGC founders and board of directors include:
- Michael Shuh –Chief Executive Officer and Chairman of CGGC
- Managing Director in Canaccord Genuity investment banking group;
- James Merkur – Lead Director of CGGC and founder
- CEO of Logan Peak Capital Inc. and President of Intercap Inc.;
- Kent Farrell – Director of CGGC and founder
- Managing Partner at Trimaven Capital Advisors; and
- Neil Maruoka – Director of CGGC and founder
- Director at Motoi Capital Advisory and Former Lead Healthcare Research Analyst at Canaccord Genuity.
The closing of the Offering is expected to occur on or about September 20, 2018.
The Exchange has conditionally approved the listing of the Class A Restricted Voting Units under the symbol "CGGC.UN", subject to the Corporation fulfilling all of the listing requirements of the Exchange, including the distribution of the Class A Restricted Voting Units to a minimum number of public holders.
Blake, Cassels & Graydon LLP is acting as legal counsel to CGGC and CGII. Stikeman Elliott LLP is acting as legal counsel to the Underwriters.
The Offering is only being made to the public by prospectus. The final prospectus contains important detailed information about the securities being offered. Copies of the final prospectus may be obtained from any of the Underwriters listed above. Investors should read the final prospectus before making an investment decision.
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 will be available on SEDAR at www.sedar.com.
About Canaccord Genuity Growth Corp.
Canaccord Genuity Growth 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 transaction within a specified period of time.
About CG Investments Inc.
CG Investments Inc. is the sponsor of CGGC. 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.
This press release may contain forward‐looking information within the meaning of applicable securities legislation, which reflects CGII's and CGGC'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 CGGC'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 CGGC dated September 13, 2018, a copy of which is available on SEDAR at www.sedar.com. Neither CGII nor CGGC 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 Growth Corp.
For further information: Canaccord Genuity Growth Corp., Michael Shuh, Chairman and Chief Executive Officer, (416) 869-7376