VANCOUVER, BC, Dec. 5, 2022
/CNW/ - Rhino Ventures today announced that Mr. Braden Fraser Hall and Mr. Julian Rhind (collectively, the "Rhino
Principals") sold and disposed of an aggregate of 584,535
subordinate voting shares ("Subordinate Voting Shares") in
the capital of Thinkific Labs Inc. (the "Issuer") at a price
of $ 1.59 per share for total
consideration of $929,410.65, to
family members in connection with estate planning. Mr. Hall sold
and disposed of 483,349 Subordinate Voting Shares and Mr. Rhind
sold and disposed 101,186 Subordinate Voting Shares. The effective
date of the transactions was December 5,
2022. Mr. Hall, Mr. Rhind and their joint actors are
referred to herein collectively as the "Rhino Group". Mr.
Braden Fraser Hall and Julian Rhind both serve as principals of the
Rhino Group. Following the transaction, neither Mr. Hall nor Mr.
Rhind will own any Subordinate Voting Shares. The Rhino Group will
continue to hold 20,738,112 multiple voting shares in the capital
of the Issuer ("Multiple Voting Shares"), and such holdings
remained unchanged following the transaction.
Immediately prior to the transactions described herein, the
Rhino Principals and the Rhino Group were deemed to beneficially
own, or have control or direction over, 20,738,112 Multiple Voting
Shares, which represented approximately 36.4 % of the total
Multiple Voting Shares reported outstanding as of November 7, 2022 and 584,535 Subordinate
Voting Shares, which represented approximately 2.6 % of the total
Subordinate Voting Shares reported outstanding as of November 7, 2022. The 584,535 Subordinate Voting
Shares disposed of in connection with the transactions described
herein were owned by Mr. Hall and Mr. Rhind personally. The Rhino
Principal and Rhino Group's aggregate ownership, control and
direction of Multiple Voting Shares and Subordinate Voting Shares
immediately prior to the transactions described herein represented
an approximate 26.8 % equity interest and an approximate 35.1 %
voting interest in the Issuer.
Immediately following the transactions described herein, the
Rhino Principals and the Rhino Group are deemed to beneficially
own, or have control or direction over, 20,738,112 Multiple Voting
Shares, which represent approximately 36.4 % of the total Multiple
Voting Shares outstanding and no Subordinate Voting Shares,
representing 0% of the total Subordinate Voting Shares outstanding.
The Rhino Group's aggregate ownership, control and direction of
Multiple Voting Shares and Subordinate Voting Shares immediately
following the transactions described herein represent an
approximate 26.1 % equity interest and an approximate 35.0 % voting
interest in the Issuer.
Given their holdings of Multiple Voting Shares, the Rhino
Principals and the Rhino Group have significant ability to
influence matters in respect of the Issuer. The Rhino Principals
and the Rhino Group have a long-term view of their investment in
the Issuer but intend to evaluate such investment on a continuing
basis and may either acquire Subordinate Voting Shares or decrease
their holdings of Subordinate Voting Shares in the future on the
open market or in private transactions, depending on market
conditions, estate planning purposes and other factors. Although
the Rhino Principals currently have no other plans or intentions
that relate to their investment in the Issuer, depending on market
conditions, general economic and industry conditions, the Issuer's
business and financial condition and/or other relevant factors, in
the future the Rhino Principals may discuss with management and/or
the board of directors of the Issuer any of the transactions listed
in clauses (a) to (j) of item 5 of Form 62-103F1 ("Form
62-103F1") of National Instrument 62-103 – The Early Warning
System and Related Take-over Bid and Insider Reporting Issues
("NI 62-103") and, subject to the provisions of an investor
rights agreement dated April 27,
2021, may form plans or intentions relating to such
transactions.
This press release is being issued pursuant to the requirements
of NI 62-103 of the Canadian Securities Administrators. An early
warning report with additional information in respect of the
foregoing matters will be filed under the Issuer's profile on the
System for Electronic Document Analysis and Review (SEDAR) at
www.sedar.com, and can also be obtained upon request by contacting
Candace Hobin (candace@rhinovc.com)
at Rhino Ventures, 1010 Raymur Avenue, Vancouver, BC, Canada, V6A 3T2.
The address and head office of the Issuer is located at
Thinkific Labs Inc., 369 Terminal Avenue, Suite 400, Vancouver, British Columbia Canada V6A
4C4.
ABOUT RHINO VENTURES
Rhino Ventures leads early-stage financings for high-growth
technology startups in Canada.
With $185M under management, they've
invested in several iconic Canadian companies including Article,
Thinkific, FISPAN, and Klue, and continue to invest in
top-performing teams tackling massive challenges. Rhino Ventures is
led by partners Fraser Hall,
Jay Rhind and David Hogarth and is based in Vancouver, BC. For more information, visit
www.rhinovc.com.
SOURCE Thinkific Labs Inc.