Lumine Group Inc. Completes Mandatory Conversion of its Preferred Shares and Special Shares
25 Marzo 2024 - 3:15PM
Lumine Group Inc. (TSXV: LMN) (“Lumine Group” or the “Company”)
announced today the completion of the conversion of all of the
issued and outstanding preferred shares and special shares of the
Company (the “Converted Shares”) into subordinate voting shares of
the Company (the “Subordinate Voting Shares”). In connection with
the mandatory conversion, the Company issued an aggregate of
189,114,308 Subordinate Voting Shares.
As previously announced by the Company, the
Converted Shares, which were issued by the Company in connection
with Lumine Group’s spin-off into a separate public company last
year, were to be automatically converted into Subordinate Voting
Shares effective March 25, 2024 (the “Mandatory Conversion Date”)
at their pre-determined conversion ratios.
As part of the mandatory conversion of the
Converted Shares, the holders thereof were also entitled to be
issued 3,515,418 Subordinate Voting Shares (the “Accrued Dividend
Shares”), at a price of C$33.66 per Subordinate Voting Share,
calculated in accordance with the terms of the Converted Shares by
dividing all accrued but unpaid cumulative dividends on the
Converted Shares accruing to the day before the Mandatory
Conversion Date by a price per share equal to the higher of (i)
C$33.66 (being the volume weighted average trading price of the
Subordinate Voting Shares for the 60 trading days preceding the
Mandatory Conversion Date, and (ii) C$26.35 (being a 15% discount
to the closing price of the Subordinate Voting Shares on February
9, 2024, which is the lowest price permitted by the TSX Venture
Exchange). The aggregate value of all accrued and unpaid dividends
on the Converted Shares was approximately US$87 million. The
Accrued Dividend Shares have been conditionally approved for
listing on the TSX Venture Exchange, subject to Lumine Group’s
fulfillment of final listing requirements.
Forward Looking Statements
Certain statements herein may be “forward looking”
statements that involve known and unknown risks, uncertainties and
other factors that may cause the actual results, performance or
achievements of Lumine Group or the industry in which it operates
to be materially different from any future results, performance or
achievements expressed or implied by such forward-looking
statements. Forward looking statements involve significant risks
and uncertainties, should not be read as guarantees of future
performance or results, and will not necessarily be accurate
indications of whether or not such results will be achieved. A
number of factors could cause actual results to vary significantly
from the results discussed in the forward looking statements. These
forward looking statements reflect current assumptions and
expectations regarding future events and operating performance and
are made as of the date hereof and Lumine Group assumes no
obligation, except as required by law, to update any forward
looking statements to reflect new events or circumstances.
Additional information about the risks and uncertainties of the
Company's business and material factors or assumptions on which
information contained in forward looking statements is based is
provided in its disclosure materials, which are available on SEDAR+
at www.sedarplus.ca.
Neither TSX Venture Exchange nor its Regulation
Services Provider (as that term is defined in policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
About Lumine Group Inc.
Lumine Group acquires, strengthens, and grows,
vertical market software businesses in the communications and media
industry. Learn more at www.luminegroup.com.
For further information:
David NylandChief Executive OfficerLumine
Groupdavid.nyland@luminegroup.com+1-437-353-4910
Lumine (TSXV:LMN)
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