TORONTO, Nov. 16, 2022 /CNW/ - E Automotive Inc. d/b/a EINC (TSX: EINC) ("EINC" or the "Company") announced today that it intends to complete a non-brokered private placement offering (the "Private Placement") of 4,814,100 common shares ("Shares') to Intercap Equity Inc. ("Intercap") at a price of C$4.23 per Share for aggregate gross proceeds of C$20,363,643.
The Private Placement remains subject to the final approval of the Toronto Stock Exchange (the "TSX") and is expected to be completed on or about November 18, 2022. EINC intends to use the proceeds of the Private Placement to execute on its previously announced growth strategy and for working capital purposes.
As at the date of this news release, Intercap beneficially owns or directly or indirectly exercises control or direction over an aggregate of 33,338,618 Shares, representing 69.3% of EINC's 48,141,274 issued and outstanding Shares. Assuming the Private Placement is completed, Intercap will beneficially own or directly or indirectly exercise control or direction over an aggregate of 38,152,718 Shares, representing 72.1% of EINC's 52,955,374 issued and outstanding Shares after the Private Placement is completed. Jason Chapnik, a director of EINC, owns all of the equity interests of Intercap. James Merkur, a director of EINC, is an officer of Intercap.
The issuance of Shares to Intercap will constitute a "related party transaction" within the meaning of Multilateral Instrument 61-101 – Protection of Minority Securityholders in Special Transactions ("MI 61-101").
The Private Placement will be completed in reliance on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 since neither the fair market value of the Shares to be issued nor the consideration to be paid for the Shares subscribed for by related parties of EINC will exceed 25% of EINC's market capitalization.
The Private Placement has been approved by EINC's board of directors, with Jason Chapnik and James Merkur of Intercap abstaining from voting thereon.
EINC's mission is to optimize the online vehicle buying, selling, and management experience for automotive dealers and consumers. EINC has a digital platform (the "Platform") that provides automotive dealerships with access to an online wholesale auction marketplace where they can purchase or sell vehicles to other dealers, as well as access innovative software solutions to support dealers' digital retailing and inventory management. Access to EINC's Platform is complemented by ancillary service offerings to assist dealers with supplementary auction-related needs, including driving consumer traffic to their digital properties and optimizing other business processes. E Inc.'s digital wholesale marketplace goes to market under the brand EBlock, and EINC's digital retail suite of products goes to market under the brand EDealer.
Cautionary Statement Regarding Forward-Looking Information
This news release may contain forward-looking information within the meaning of applicable securities legislation, including statements regarding the expected closing date of the Private Placement and the anticipated use of proceeds. This information reflects EINC's current expectations regarding future events and in some cases can be identified by terms such as "will", "may", "expected" and other similar expressions. 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 EINC's control, that could cause actual results and events to differ materially from those that are disclosed in or implied by such forward-looking information. Information contained in forward-looking information is based upon certain material assumptions. While management of EINC considers these assumptions to be reasonable based on currently available information, they may prove to be incorrect. EINC does not 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. This forward-looking information speaks only as of the date of this news release.
SOURCE E Automotive Inc.
For further information: Neil Weber, LodeRock Advisors, (647) 222-0574, [email protected]