TORONTO, Dec. 12, 2012 /CNW/ - Seastone Investments Limited ("Seastone"), and its sole beneficial shareholder, Tyler Proud (together, the "Offeror"), today filed an early warning report in connection with the purchase on December 7, 2012, of units of OneMove Technologies Inc. ("OneMove" or the "Company") on a private placement basis (the "Private Purchase").
Seastone acquired 800,000 units at a price of $0.2625 per unit. Each unit is comprised of one common share and one common share purchase warrant. Each warrant is exercisable at a price of $0.42 per share for 5 years.
After giving effect to the Private Purchase, Seastone owns 800,000 common shares representing approximately 6.4% of the issued and outstanding shares. Assuming the exercise of the warrants, the Offeror would hold 1,600,000 common shares representing approximately 12% of the Company's issued and outstanding shares, assuming no other convertible securities are exercised.
The Offeror acquired the units for investment purposes. In connection with the Private Purchase the Offeror obtained a right of first refusal to maintain its pro rata ownership of common shares of OneMove as well as a right to nominate one director of the Company commencing in 2013 (provided that the Offeror has a continuing 5% interest in the Company).
The Offeror was introduced to the Company by its Chairman and significant shareholder, Matthew Proud, who is Tyler Proud's brother. The Offeror may, directly or indirectly, depending on market and other conditions, acquire beneficial ownership of, or control or direction over, additional common shares of OneMove, through market transactions, private agreements or otherwise, in accordance with applicable securities legislation. The Offeror may also, depending on market and other conditions, sell any or all of its common shares. The Offeror may in the future commence discussions with the Company individually or together with other shareholders in respect of a go private transaction or take-over bid. However, currently, no such discussions are underway and the Offeror is not a party to any agreements, commitments or understandings to do so.
SOURCE: Seastone Investments Limited