Toronto, Ontario–(Newsfile Corp. – April 14, 2021) – Canaccord Genuity G Ventures Corp. (“CGGV“) has filed a preliminary prospectus for an initial public offering (the “Offering“) of a newly-organized growth-focused special purpose acquisition corporation formed for the purpose of effecting an acquisition of one or more businesses within a specified period of time.
CGGV is one of the first two issuers making filings today in connection with the launch of a new publicly-traded acquisition corporation vehicle created in conjunction with the NEO Exchange Inc. (“NEO“), called a Growth Acquisition Corporation (“G-Corp™”).
The G-Corp is permitted to raise between $10 million and $30 million pursuant to an initial public offering. In addition to its size, what makes the G-Corp different from conventional SPACs, is that the holders of its Class A restricted voting shares (the “Class A Restricted Voting Shares“) will not have a right to redeem their shares but rather, the completion of the G-Corp’s qualifying transaction will be subject to the approval of the holders of a majority of the Class A Restricted Voting Shares.
CGGV is not limited to a particular industry or geographic region for purposes of completing its qualifying transaction. The acquisition target is expected to be an operating business with an enterprise value between $30 million and $150 million; however, it is possible that the enterprise value of the qualifying acquisition will be higher or lower than indicated.
The preliminary prospectus has been filed with the securities regulatory authorities in each of the provinces and territories of Canada other than Quebec. The Offering is for Class A restricted voting units of CGGV (the “Class A Restricted Voting Units“) at an offering price of $3.00 per Class A Restricted Voting Unit, the aggregate proceeds of which will be placed in escrow pending completion of a qualifying transaction by CGGV and will only be released upon certain prescribed conditions. Each Class A Restricted Voting Unit is comprised of a Class A Restricted Voting Share and one-half of one share purchase warrant (each whole share purchase warrant, a “Warrant“). Each Warrant will entitle the holder to purchase one common share of CGGV for a purchase price of $3.45, commencing 30 days after the completion of our qualifying transaction and will expire on the day that is five years after the closing date of our qualifying transaction, or earlier.
The Offering is being distributed by a syndicate of underwriters co-led by Canaccord Genuity Corp. and Cormark Securities Inc. (collectively, the “Underwriters“).
CGGV has granted the Underwriters an over-allotment option (the “Over-Allotment Option“) to purchase up to an additional 15% of the Class A Restricted Voting Units issued on the closing of the Offering on the same terms and conditions, exercisable in whole or in part by the Underwriters up to 30 days following closing of the Offering.
Prior to the qualifying transaction, the Class A Restricted Voting Units will trade as a unit but will separate following the closing of the qualifying transaction into one common share of CGGV and one-half of one Warrant.
The sponsor of CGGV is CG G-Corp Sponsor Inc. I (“CG G-Corp“), a wholly-owned subsidiary of Canaccord Genuity Group Inc. and an affiliate of Canaccord Genuity Corp. CG G-Corp intends to purchase Class B units of CGGV (“Class B Units“) at an offering price of $3.00 per unit for aggregate proceeds sufficient to fund working capital through to the completion of its qualifying transaction, concurrently with the closing of the Offering. Each Class B Unit will consist of one Class B share (a “Class B Share“) and one-half of one Warrant.
The CGGV Founders, management team, and board of directors include:
|Michael D. Shuh||Chief Executive Officer and Director||Managing Director & Head of
Financial Institutions Banking,
Canaccord Genuity Corp.
|Kevin Kirby||Director||President and Chief Executive Officer, Freedom International Brokerage Company|
|Paul Pathak||Director||Partner, Chitiz Pathak LLP|
|Roger Daher||Director||Owner and Pharmacist, Pharmasave|
Wildeboer Dellelce LLP is acting as legal counsel to CGGV and CG G-Corp. Blake, Cassels & Graydon LLP is acting as legal counsel to the Underwriters.
A preliminary prospectus containing important information relating to these securities has been filed with securities commissions or similar authorities in each of the provinces and territories of Canada other than Quebec. The preliminary prospectus is still subject to completion or amendment. Copies of the preliminary prospectus may be obtained from the Underwriters listed above. There will not be any sale or any acceptance of an offer to buy the securities until a receipt for the final prospectus has been issued.
The preliminary prospectus has not yet become final for the purpose of a distribution of securities to the public. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale or acceptance of an offer to buy these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the time a receipt for the final prospectus or other authorization is obtained from the securities commission or similar authority in such jurisdiction. This press release is not an offer of securities for sale in the United States, and the securities may not be offered or sold in the United States absent registration or an exemption from registration. The securities have not been and will not be registered under the United States Securities Act of 1933. Copies of the preliminary prospectus will be available on SEDAR at www.sedar.com.
Completion of the Offering is subject to the receipt of customary approvals, including regulatory approvals and the approval of the NEO.
About Canaccord Genuity G Ventures Corp.
Canaccord Genuity G Ventures Corp. is a newly organized growth-focused special purpose acquisition corporation incorporated under the laws of the Province of Ontario for the purpose of effecting a qualifying transaction within a specified period of time.
About CG G-Corp Sponsor Inc. I
CG G-Corp Sponsor Inc. I is the sponsor of CGGV. CG G-Corp Sponsor Inc. I is a wholly-owned subsidiary of Canaccord Genuity Group Inc., a leading independent, full-service financial services firm, with operations in two principal segments of the securities industry: capital markets and wealth management.
This press release may contain forward-looking information within the meaning of applicable securities legislation, which reflects CG G-Corp Sponsor Inc. I’s and CGGV’s current expectations regarding future events. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond CG G-Corp Sponsor Inc. I’s or CGGV’s control, which could cause actual results and events to differ materially from those that are disclosed in or implied by such forward-looking information. Such risks and uncertainties include, but are not limited to, failure to complete the Offering and related transactions, and the factors discussed under “Risk Factors” in the preliminary prospectus of CGGV dated April 13, 2021. Neither CG G-Corp Sponsor Inc. I nor CGGV undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
FOR FURTHER INFORMATION PLEASE CONTACT:
Canaccord Genuity G Ventures Corp.
Chief Executive Officer
NOT FOR DISTRIBUTION TO U.S. NEWSWIRES OR DISSEMINATION IN THE UNITED STATES
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