Decisive Dividend Corporation (TSX-V: DE) (the
“
Corporation” or “
Decisive”) is
pleased to announce that it has entered into an amended agreement
pursuant to which Eight Capital and Cormark Securities Inc., as
joint bookrunners and co-lead underwriters, together with a
syndicate of underwriters (collectively, the
“
Underwriters”) have now agreed to purchase, on a
bought deal basis, 1,700,000 units of the Corporation (the
“Units”), at a price of $5.91 per Unit (the “
Issue
Price”) for gross proceeds of $10,047,000 (the
“
Offering”). Each Unit will be comprised of one
common share of the corporation (a “
Common Share”)
and one half of one Common Share purchase warrant. Each whole
warrant shall entitle the holder thereof to purchase one Common
Share at an exercise price of $7.09, for a period of 24 months
following the closing of the Offering.
The Corporation has granted the Underwriters an
over-allotment option to purchase up to an additional 15% of the
Units at the Issue Price, or the individual components thereof,
exercisable in whole or in part, at any time on or prior to the
date that is 30 days following the closing of the Offering.
The Corporation intends to use the net proceeds
of the Offering to repay its revolving term acquisition facility
and for general corporate and working capital purposes.
The closing date of the Offering is scheduled to
be on or about April 13, 2023, and is subject to certain conditions
including, but not limited to, the receipt of all necessary
approvals, including the approval of the TSX Venture Exchange.
The Offering will be completed by way of a
prospectus supplement (the “Supplement”) to the
short form base shelf prospectus of the Corporation dated November
30, 2022 (the “Base Prospectus”), which Supplement
is expected to be filed on or prior to April 10, 2023 with the
securities commissions and other similar regulatory authorities in
each of the provinces and territories of Canada, other than Quebec,
and in such other jurisdictions as are agreed to by the Corporation
and the Underwriters, in each case provided that no prospectus,
registration statement or other similar document is required to be
filed in such jurisdiction and that the Corporation will not be or
become subject to any continuous disclosure obligations in such
jurisdiction. The Base Prospectus and, once filed, the Supplement
can be found on SEDAR at www.sedar.com, and contain important
detailed information about the Offering.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy nor shall there be
any sale of the securities in the United States or in any other
jurisdiction in which such offer, solicitation or sale would be
unlawful. The securities being offered have not been, nor will they
be, registered under the United States Securities Act of 1933,
as amended, and may not be offered or sold in the United States
absent registration or an applicable exemption from the
registration requirements of the United States Securities Act
of 1933, as amended, and applicable state securities laws.
About Decisive Dividend
Corporation
Decisive Dividend Corporation is an
acquisition-oriented company, focused on opportunities in
manufacturing. The Corporation’s purpose is to be the sought-out
choice for exiting legacy-minded business owners, while supporting
the long-term success of the businesses acquired, and through that,
creating sustainable and growing shareholder returns. The
Corporation uses a disciplined acquisition strategy to identify
already profitable, well-established, high quality manufacturing
companies that have a sustainable competitive advantage, a focus on
non-discretionary products, steady cash flows, growth potential and
established, strong
leadership.
For more information on Decisive, or to sign up
for email notifications of Corporation press releases, please visit
www.decisivedividend.com.
FOR FURTHER INFORMATION PLEASE CONTACT:
Jeff Schellenberg, Chief Executive Officer #260
– 1855 Kirschner RoadKelowna, BC V1Y 4N7Telephone: (250)
870-9146
Cautionary Statements
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.
Forward-Looking Statements
Certain statements contained in this press
release constitute forward-looking information. These statements
relate to future events or future performance. The use of any of
the words “could”, “intend”, “expect”, “believe”, “will”,
“projected”, “estimated” and similar expressions and statements
relating to matters that are not historical facts are intended to
identify forward-looking information and are based on management’s
current beliefs, assumptions and expectations as to the outcome and
timing of such future events. Actual future results may differ
materially. In particular, this press release contains
forward-looking information relating to the future financial
position, operations, business strategy, plans and objectives of
the Corporation, and the potential impact, including growth
expectations, of the Acquisitions on the operations, financial
condition, capital resources, business and dividend policy of the
Corporation. Risk factors that could cause actual results or
outcomes to differ materially from the results expressed or implied
by forward-looking information include, among other things: risks
relating to acquisitions (as more particularly described under the
heading "Risk Factors – Risk Related to Acquisitions" in the
Corporation's most recent annual information form), as well as
general economic conditions; pandemics; competition; government
regulation; environmental regulation; access to capital; market
trends and innovation; climate risk; general uninsured losses; risk
related to acquisitions generally; dependence on customers,
distributors and strategic relationships; supply and cost of raw
materials and purchased parts; operational performance and growth;
implementation of the growth strategy; product liability and
warranty claims; litigation; reliance on technology, intellectual
property, and information systems; availability of future
financing; interest rates and debt financing; income tax matters;
foreign exchange; dividends; trading volatility of Common Shares;
dilution risk; reliance on management and key personnel; employee
and labour relations; and conflicts of interest, all as more
particularly described in the most recent annual MD&A and
annual information form of the Corporation available on the
Corporation’s profile at www.sedar.com. There can be no assurance
as to the future financial performance of the Corporation or that
the board of directors of the Corporation will declare or pay any
dividends in the future or, if dividends are declared and paid,
there can be no assurance as to the frequency or amount of such
dividends. The Corporation cautions the reader that the risk
factors referenced above are not exhaustive. The forward-looking
information contained in this release is made as of the date hereof
and the Corporation is not obligated to update or revise any
forward-looking information, whether as a result of new
information, future events or otherwise, except as required by
applicable securities laws. Because of the risks, uncertainties and
assumptions contained herein, investors should not place undue
reliance on forward-looking information. The foregoing statements
expressly qualify any forward-looking information contained
herein.
Not for distribution in the United
States
This press release is not for distribution to
U.S. Newswire Services or for dissemination in the United States.
Any failure to comply with this restriction may constitute a
violation of U.S. Securities laws.
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