SOL Global Investments Corp. Acquires Stock of KWESST Micro Systems Inc. to Increase Holding To 12%

Rhea-AI Summary

SOL Global Investments Corp. (CSE: SOL, OTCQ: SOLCF) disclosed the acquisition of 205,000 common shares in KWESST Micro Systems Inc. at CAD$2.08 per share on July 22, 2021, increasing its ownership from 9.1% to 9.6%. On August 18, 2021, it acquired an additional 15,000 shares at CAD$1.97, raising ownership to 11.6%. Including 370,000 warrants (exercise price $1.75), total ownership could reach 12.3%. The acquisitions are for investment purposes, with potential for ownership adjustments based on market conditions.

Positive

• Increased ownership in KWESST Micro Systems from 9.1% to 11.6%, enhancing investment position.
• Acquisition of additional common shares at a lower price than previous transactions, indicating strategic buying.
• Possibility of increased ownership through exercise of warrants, potentially reaching 12.3%.

Negative

• None.

TORONTO--(BUSINESS WIRE)-- SOL Global Investments Corp. (the “Company” or “SOL Global”) (CSE: SOL) (OTCQ: SOLCF) (Frankfurt: 9SB), announces that on July 22, 2021 it had acquired ownership of 205,000 common shares (the “Common Shares”) in the capital of KWESST Micro Systems Inc. (“KWE”) on the TSX Venture Exchange (the “TSXV”) at a price of CAD$2.08 per Common Share (the “First Transaction”), and that on August 18, 2021 it had acquired ownership of 15,000 Common Shares on the TSXV at a price of CAD$1.97 per Common Share (the “Second Transaction”). The completion of the First Transaction resulted in an increase from approximately 9.1% to approximately 9.6% in SOL Global’s security holding percentage of the issued and outstanding Common Shares on a non-diluted basis. In addition, SOL Global owns 370,000 Common Share purchase warrants (the “Warrants”). Each Warrant entitles the holder thereof to purchase one Common Share at an exercise price of $1.75 for a period of 24 months from the date of issuance. Assuming that all of the Warrants are each exercised for one Common Share, SOL Global owned approximately 10.3% of the issued and outstanding Common Shares on a partially-diluted basis immediately after the completion of the First Transaction. The completion of the Second Transaction resulted in an increase of 2.0% in SOL Global’s security holding percentage of the issued and outstanding Common Shares from approximately 9.6% to 11.6% on a non-diluted basis, and approximately 10.3% to 12.3% on a partially-diluted basis, in each case from the date of the completion of the First Transaction.

The Company acquired the securities reported herein for investment purposes. The Company may, depending on market and other conditions, increase or decrease its beneficial ownership in KWE’s securities, whether in transactions over the open market, by privately negotiated arrangements or otherwise, subject to a number of factors, including general market conditions and other available investment and business opportunities.

This news release is being issued to comply with National Instrument 62-104 - Take-Over Bids and Issuer Bids and National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues. An early warning report will be filed and available on SEDAR regarding the Transaction. To obtain more information or to obtain a copy of the early warning report to be filed in respect of this news release, please contact SOL Global at the contact details noted below.

About SOL Global Investments Corp.

SOL Global is a diversified investment and private equity holding company engaged in the small and mid-cap sectors. SOL Global’s investment partnerships range from minority positions to large strategic holdings with active advisory mandates. The Company’s seven primary business segments include Retail, Agriculture, QSR & Hospitality, Media Technology & Gaming, and New Age Wellness.

The Company’s head office is located at 100 King Street West, Suite 5600, Toronto, Ontario, M5X 1C9. KWE’s head office is located at 2900 - 550 Burrard Street, Vancouver, British Columbia, V6C 0A3.

Cautionary Statements

This press release contains "forward-looking information" within the meaning of applicable securities laws. All statements contained herein that are not clearly historical in nature may constitute forward-looking information. In some cases, forward-looking information can be identified by words or phrases such as "may", "will", "expect", "likely", "should", "would", "plan", "anticipate", "intend", "potential", "proposed", "estimate", "believe" or the negative of these terms, or other similar words, expressions and grammatical variations thereof, or statements that certain events or conditions "may" or "will" happen, or by discussions of strategy. The forward-looking information contained in this press release includes, without limitation, information relating to the Company’s investment plans.

Forward-looking information is based upon certain material assumptions that were applied in drawing a conclusion or making a forecast or projection, including management's perceptions of historical trends, current conditions and expected future developments, as well as other considerations that are believed to be appropriate in the circumstances. While we consider these assumptions to be reasonable based on information currently available to management, there is no assurance that such expectations will prove to be correct.

By their nature, forward-looking information is subject to inherent risks and uncertainties that may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions will not prove to be accurate, that assumptions may not be correct and that objectives, strategic goals and priorities will not be achieved. A variety of factors, including known and unknown risks, many of which are beyond our control, could cause actual results to differ materially from the forward-looking information in this press release including the inability or failure of the Company’s portfolio companies to execute their business and strategic plans as contemplated or at all, changes in national or regional economic, legal, regulatory and competitive conditions and a resurgence in the COVID-19 pandemic.

Other risk factors include: the risks resulting from investing in the US marijuana industry, which may be legal under certain state and local laws but is currently illegal under U.S. federal law; the risks of investing in securities of private companies which may limit the Company’s ability to sell or otherwise liquidate those securities and realize value; reliance on management; the ability of the Company to service its debt; the Company’s ability to obtain additional financing from time to time to pursue its business objectives; competition; litigation; inconsistent public opinion and perception regarding the medical-use and adult-use marijuana industry; and regulatory or political change. Additional risk factors can also be found in the Company's current MD&A, which has been filed on SEDAR and can be accessed at www.sedar.com. Readers are cautioned to consider these and other factors, uncertainties and potential events carefully and not to put undue reliance on forward-looking information.

The forward-looking information contained herein is made as of the date of this press release and is based on the beliefs, estimates, expectations and opinions of management on the date such forward-looking information is made. The Company undertakes no obligation to update or revise any forward-looking information, whether as a result of new information, estimates or opinions, future events or results or otherwise or to explain any material difference between subsequent actual events and such forward-looking information, except as required by applicable law.

View source version on businesswire.com: https://www.businesswire.com/news/home/20210910005579/en/

SOL Global Investments Corp.

Paul Kania, Chief Financial Officer

Phone: (212) 729-9208

Email: info@solglobal.com

Source: SOL Global Investments Corp.

FAQ

What recent transactions did SOL Global complete with KWESST Micro Systems?

SOL Global acquired 205,000 shares at CAD$2.08 on July 22, 2021, and 15,000 shares at CAD$1.97 on August 18, 2021.

How much does SOL Global own in KWESST Micro Systems now?

After the recent acquisitions, SOL Global owns approximately 11.6% of KWESST on a non-diluted basis and 12.3% on a partially-diluted basis.

What is the exercise price for the warrants owned by SOL Global?

The exercise price for the warrants held by SOL Global is $1.75.

Why did SOL Global make these acquisitions?

The acquisitions were made for investment purposes, with potential adjustments based on market conditions.