TORONTO, Dec. 23, 2014 /CNW/ - On December 23, 2014, through a reverse triangular merger (the "Merger") involving WB III Acquisition Corp. (the "Issuer"), TicToc Planet, Inc. ("TicToc") and WB III Subco Inc. (a wholly-owned subsidiary of the Issuer), SKP America, LLC (the "Offeror") acquired ownership and control of 9,269,917 voting shares of the Issuer ("Voting Common Shares"), representing 42.72% of the 21,695,310 issued and outstanding Voting Common Shares of the Issuer.
The Merger formed part of the qualifying transaction of the Issuer under Policy 2.4 of the TSX Venture Exchange Corporate Finance Manual, all as set out in the filing statement of the Issuer dated December 19, 2014 and filed on SEDAR on December 19, 2014. The 9,269,917 Voting Common Shares were issued from treasury to the Offeror in consideration for 9,269,917 shares of common stock of TicToc, in accordance with the Merger.
The Voting Common Shares are held by the Offeror for investment purposes. Depending on market and other conditions, the Offeror may, directly or indirectly, acquire ownership or control over additional Voting Common Shares, through market transactions, private agreements or otherwise, in accordance with applicable securities legislation. Depending on market and other conditions (and subject to any escrow and/or lock-up agreements), the Offeror may sell any of its Voting Common Shares.
A copy of the early warning report to be filed by the Offeror in connection with the transactions referred to in this press release may be obtained from SKP America, LLC at [email protected].
The address of the Offeror is:
333 Bryant Street, Suite 310,
San Francisco, CA, USA, 94107
SOURCE: SKP America, LLC
For further information: [email protected]