Windermere Capital (Canada) increases its interest in Adventure Gold
MONTREAL, Oct. 5 /CNW/ - Windermere Capital (Canada) Inc. ("Windermere"), a Montreal-based investment firm, announces that it acquired control of 2,150,000 common shares ("Common Shares") of Adventure Gold Inc. ("Adventure Gold"; TSX-V: AGE) and 1,075,000 warrants to acquire Common Shares ("Warrants"), and also acquired direct ownership of 370,000 Warrants, all pursuant to a non-brokered private placement by Adventure Gold that closed on April 21, 2010 (the "Private Placement"). Adventure Gold previously announced the Private Placement by way of news release dated April 21, 2010. The Common Shares and Warrants acquired by Windermere pursuant to the Private Placement represented, in the aggregate, if all such Warrants were fully exercised, approximately 7.95% of the outstanding Common Shares immediately following the Private Placement.
On April 1, 2010, Windermere had acquired control of an additional 20,000 Common Shares, representing approximately 0.05% of the issued and outstanding Common Shares as at such date, by way of purchase through the facilities of the Toronto Stock Exchange at a purchase price of $0.155 per Common Share (the "April 1 Purchase").
As at April 21, 2010, immediately following the Private Placement, Windermere controlled or directly owned a total of 5,565,000 Common Shares and 2,481,830 Warrants, which represented, in the aggregate, if all such Warrants were fully exercised, approximately 17.39% of the outstanding Common Shares.
Windermere controls Common Shares and Warrants that are owned by two portfolios of an affiliated Cayman Islands segregated portfolio company, namely, the Breakaway Strategic Resource Segregated Portfolio and the US Capital Growth Segregated Portfolio (the "Segregated Portfolios"). Windermere is engaged as the sub-portfolio manager of the Segregated Portfolios and controls all of the investment decisions with respect to the securities held by them. Windermere also directly owns 437,830 Warrants. Each of Windermere and the Segregated Portfolios qualify as "accredited investors" within the definition of National Instrument 45-106 - Prospectus and Registration Exemptions, and the Common Share and Warrants acquired in connection with the Private Placement were all issued pursuant to the accredited investor prospectus exemption under section 2.3 of such national instrument.
The Common Shares and Warrants acquired pursuant the Private Placement and the April 1 Purchase were acquired for investment purposes. Following the Private Placement, Windermere's intention was to acquire additional Common Shares if it considered market prices and conditions favourable, but, as at the time of the Private Placement and as at the date hereof, Windermere had and has no intention of owning or controlling 20% or more of the issued and outstanding Common Shares.
A copy of the early warning report related to this news release will be filed forthwith on SEDAR (www.sedar.com). For a copy of such report please contact Windermere at the address below.
For further information: Chris Wright, President, Windermere Capital (Canada) Inc., 1001 boul. de Maisonneuve Ouest, No. 205, Montreal, Quebec H3A 3C8, Tel: 514-908-4200
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