Increase in holdings of securities of Global Water Asset Corp. by Byron Messier
MONTREAL, Dec. 1, 2014 /CNW Telbec/ - On December 31, 2012, Byron Messier ("Messier"), 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) |
8,159,694 Common Shares of Global, representing approximately 19% of the outstanding Common Shares, |
(ii) |
1,137,600 Common Shares of Global, representing approximately 3.2% of the outstanding Common Shares, and |
(iii) |
4,200 Series D Convertible Preferred Shares of Global, representing approximately 31.1% 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, Messier's securityholding percentage in the Common Shares (including Common Shares convertible upon conversion of the Series D Convertible Preferred Shares) acquired by him was approximately 24.5%.
Immediately following the acquisitions noted in Item 2, Messier had deemed beneficial ownership of a total of 18,187,078 Common Shares (including 4,200,000 Common Shares that are issuable upon conversion of 4,200 Series D Convertible Preferred Shares beneficially owned and controlled by Messier), and Messier's securityholding percentage of Global's outstanding Common Shares was approximately 33%.
The purchase price for the 8,159,694 Common Shares was Cdn.$67,696, 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 Messier. No consideration was paid by Messier upon conversion of 1,137.6 Series C Convertible Preferred Shares previously beneficially held by him into 1,137,600 Common Shares. The purchase price for the 4,200 Series D Convertible Preferred Shares was Cdn.$100 per share or approximately Cdn. $420,000 in aggregate.
The acquisitions noted above were made for investment purposes. Messier 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 further information: For a copy of the report filed by Byron Messier 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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