VANCOUVER, BRITISH COLUMBIA / LONDON, UNITED KINGDOM (December 1, 2020) – Strategem Capital Corporation (TSXV: SGE) (the “Company”) is announcing that 2023378 Ontario Inc. (“202”) has acquired 1,500,000 common shares (the “Shares”) in the capital of the Company from SKKY Capital Corporation Limited (“SKKY”) pursuant to a private transaction (the “Transaction”) which is exempt from the take-over bid requirements pursuant to section 4.2(1) of National Instrument 62-104. 202 will hold 34.7% of the issued and outstanding common shares of the Company. SKKY will also hold 35.3% of the issued and outstanding common shares of the Company.
Purchase of Shares
202 acquired, and SKKY disposed, the Shares at a deemed price of $2.29 per Common Share.
Prior to the Transaction, 202 held zero common shares in the capital of the Company, which was equal to 0% of the issued and outstanding common shares of the Company. SKKY held 3,022,200 common shares in the capital of the Company, which was equal to 70% of the issued and outstanding common shares of the Company.
Following the Transaction, 202 holds 1,500,000 common shares in the capital of the Company, which is equal to 34.7% of the issued and outstanding common shares of the Company. SKKY holds 1,522,200 common shares in the capital of the Company, which is equal to 35.3% of the issued and outstanding common shares of the Company.
202 acquired the Shares for investment purposes. In pursuing such purposes, 202 takes a long-term view of its investment. 202 reserves the right to formulate other plans or make other proposals, and take such actions with respect to its investment in the Company. Depending on market conditions and other factors, 202 may acquire additional securities of the Company as 202 may deem appropriate, whether in open market purchases, privately negotiated transactions or otherwise. 202 may dispose of some or all of such securities. 202 may also reconsider and change its plans or proposals relating to the foregoing.
SKKY disposed of the Shares for estate planning and monetization purposes. In pursuing such purposes, SKKY takes a long-term view of its investment. SKKY reserves the right to formulate other plans or make other proposals, and take such actions with respect to its investment in the Company. Depending on market conditions and other factors, SKKY may acquire additional securities of the Company as SKKY may deem appropriate, whether in open market purchases, privately negotiated transactions or otherwise. SKKY may dispose of some or all of such securities. SKKY may also reconsider and change its plans or proposals relating to the foregoing.
Early Warning Report filed pursuant to National Instrument 62-103
This press release is issued pursuant to early warning requirements of National Instrument 62-104 and National Instrument 62-103, which also requires both 202 and SKKY to file a report with regulatory authorities in each of the jurisdictions containing additional information with respect to the foregoing matters (the “Early Warning Reports”). A copy of each of the Early Warning Reports are available under the Company’s SEDAR profile at www.sedar.com.