Mr. Pablo Dancuart reports
WESTERN RAISES GROSS PROCEEDS OF OVER $55.8 MILLION ON CLOSING OF PREVIOUSLY ANNOUNCED PRIVATE PLACEMENT
The Western Investment Company of Canada Ltd. has closed its previously announced brokered private placement of common shares made through a syndicate of agents led by Desjardins Capital Markets and TD Securities Inc. A total of 55,865,500 common shares were issued at a price of $1 per common share pursuant to the offering for total gross proceeds of $55,865,500, which includes gross proceeds from the partial exercise of the agent's option.
Net proceeds from the offering are expected to finance the previously announced acquisition of Canadian Farm and Stockmens, general working capital purposes, and future acquisitions and investments. The common shares were offered on a private placement basis pursuant to exemptions from prospectus or registration requirements under applicable securities laws, and are subject to a statutory hold period expiring on March 4, 2027.
Four insiders of the company acquired a total of 2,425,000 common shares for gross proceeds of $2,425,000. Each insider's participation constitutes a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The related party transactions are exempt from the valuation and minority shareholder approval requirements of MI 61-101 pursuant to the exemptions in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as the fair market value of the consideration for the securities of the company to be issued to the related parties does not exceed 25 per cent of its market capitalization. The offering was approved by the company's board of directors, with participating insiders declaring their interests and recusing themselves from deliberations and voting on its approval. The company did not file a material change report 21 days prior to closing because the details of insider participation were not settled until shortly before closing.
The offering remains subject to the final approval of the TSX Venture Exchange.
In connection with the offering, the company paid a cash commission of $1,839,300 to Desjardins Capital Markets and TD Securities Inc., as joint lead agents and joint bookrunners on behalf of the agents.
About The Western Investment Company of Canada Ltd.
Western is an insurance and investments holding company focused on decentralized ownership of insurance businesses and centralized investment management. Western's shares are traded on the TSX Venture Exchange under the symbol WI.
We seek Safe Harbor.
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