Mogo Files Early Warning Report
26 August 2023 - 4:23AM
Business Wire
This news release is issued by Mogo Inc. (NASDAQ:MOGO)
(TSX:MOGO) (“Mogo” or the “Company”) pursuant to the early warning
requirements of Canada’s National Instrument 62-104 and National
Instrument 62-103 with respect to common shares (“WonderFi Shares”)
of WonderFi Technologies Inc. (“WonderFi”), a reporting issuer in
each of the Provinces and Territories of Canada with a head office
at 341-110 Cumberland St., Toronto, Ontario, M5V 3V5.
In connection with the plan of arrangement (the “Arrangement”)
involving WonderFi and Coinsquare Ltd. (“Coinsquare”), which became
effective on July 7, 2023, and which was part of the business
combination involving WonderFi, Coinsquare and CoinSmart Financial
Inc., Mogo, indirectly through its wholly owned-subsidiary Mogo
Financial Inc., acquired, and currently holds, beneficial
ownership, direction and control over 86,962,639 WonderFi Shares.
Mogo acquired the WonderFi Shares as consideration for the
acquisition by WonderFi of all of the common shares of Coinsquare
under the Arrangement, including the common shares of Coinsquare
held by Mogo.
The WonderFi Shares beneficially owned by Mogo represented
approximately 13% of the WonderFi Shares issued and outstanding as
of August 11, 2023 (as disclosed in WonderFi’s August 11, 2023
management’s discussion and analysis). Prior to completion of the
Arrangement, Mogo owned 12,518,473 common shares of Coinsquare, all
of which were acquired by WonderFi, but did not own any securities
of WonderFi.
Mogo is holding the WonderFi Shares for investment purposes and
may, depending on market and other conditions, and subject to
certain agreements and commitments it made with WonderFi in
connection with the Arrangement (as further described in the Report
(as defined below)), increase or decrease its beneficial ownership,
control or direction over WonderFi Shares or other securities of
WonderFi through market transactions, private agreements, treasury
issuances, exercise of options, convertible securities or
otherwise. Subject to the agreements and commitments Mogo made with
WonderFi in connection with the Arrangement (as further described
in the Report), in the ordinary course of managing its investment
in the WonderFi Shares, Mogo may continue to engage with the board
and management of WonderFi from time to time on various matters,
including but not limited to WonderFi’s business, strategy, board
and management. WonderFi is listed on the Toronto Stock Exchange
under the symbol “WNDR”.
An early warning report (the “Report”) disclosing the
Arrangement in respect of Mogo will be filed on WonderFi’s SEDAR+
profile at www.sedarplus.ca and can be obtained from Mogo at its
head office 516-409 Granville St, Vancouver, BC, V6C 1T2,
attention: Christy Cameron, or phone: 604.659.4380.
About Mogo
Mogo, one of Canada’s leading digital finance companies, is
empowering its members with simple digital solutions to help them
build wealth and achieve financial freedom. Mogo’s trade app,
MogoTrade, offers commission-free stock trading that helps users
make a positive impact with every investment and together with
Moka, Mogo’s wholly-owned subsidiary bringing automated,
fully-managed flat-fee investing to Canadians, forms the heart of
Mogo’s digital wealth platform. Mogo also offers digital loans and
mortgages. Through Mogo’s wholly-owned subsidiary, Carta Worldwide,
we also offer a digital payments platform that powers the
next-generation card programs from innovative fintech companies in
Europe and Canada. To learn more, please visit mogo.ca or download
the mobile app (iOS or Android).
Forward-Looking Statements
This news release may contain “forward-looking statements”
within the meaning of applicable securities legislation, including
statements regarding the filing of the Report and the disposition
or acquisition of additional WonderFi Shares or other securities of
WonderFi by Mogo. Forward-looking statements are necessarily based
upon a number of estimates and assumptions that, while considered
reasonable by management at the time of preparation, are inherently
subject to significant business, economic and competitive
uncertainties and contingencies, and may prove to be incorrect.
Forward-looking statements involve known and unknown risks,
uncertainties and other factors that may cause actual financial
results, performance or achievements to be materially different
from the estimated future results, performance or achievements
expressed or implied by those forward-looking statements and the
forward-looking statements are not guarantees of future
performance. Mogo’s growth, its ability to expand into new products
and markets and its expectations for its future financial
performance are subject to a number of conditions, many of which
are outside of Mogo’s control. For a description of the risks
associated with Mogo’s business please refer to the “Risk Factors”
section of Mogo’s current annual information form, which is
available at www.sedarplus.ca and www.sec.gov. Except as required
by law, Mogo disclaims any obligation to update or revise any
forward-looking statements, whether as a result of new information,
events or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20230825099399/en/
Craig Armitage Investor Relations craiga@mogo.ca (416)
347-8954
US Investor Relations Contact Lytham Partners, LLC Ben Shamsian
New York | Phoenix shamsian@lythampartners.com (646) 829-9701
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