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Nashville, Tennessee--(Newsfile Corp. - July 11, 2022) - This press release is being issued pursuant to National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issuers in connection with the filing of an Early Warning Report by Craig Perry as a result of the units ("OpCo Units") of HB2 Origination, LLC ("Origination"), a subsidiary of Alpine Summit Energy Partners, Inc. (the "Issuer"), that are held by Mr. Perry, directly and indirectly through HB2 Energy (as defined below), becoming exercisable to acquire 15,964,409 acquire subordinate voting shares ("Subordinate Voting Shares") of the Issuer on September 7, 2022, the one-year anniversary of the RTO (as defined below).
On September 7, 2021, the Issuer participated in a reverse takeover ("RTO") of Red Pine Petroleum Ltd. by Origination. As a result of the RTO, the 15,447,291 OpCo Units held by HB2 Energy, Inc. ("HB2 Energy"), a company affiliated with Mr. Perry, the Chairman and Chief Executive Officer, on September 7, 2021 become convertible into 15,447,291 Subordinate Voting Shares, at the discretion of the Issuer's board of directors, one year following the RTO. The 500,001 OpCo Units held by Mr. Perry individually on September 7, 2021 also become convertible into 500,001 Subordinate Voting Shares, at the discretion of the Issuer's board of directors, one year following the RTO.
Prior to the date hereof, Mr. Perry held, directly and indirectly through HB2 Energy: (a) 15,964,409 OpCo Units; (b) 15,947.292 proportionate voting shares ("Proportionate Voting Shares") of the Issuer, each convertible into one Subordinate Voting Share and representing 1,000 votes at any meeting of the shareholders of the Issuer (except a meeting at which only holders of another particular class or series of shares of the Issuer will have the right to vote); (c) 89,013 Subordinate Voting Shares; and (d) options exercisable for an additional 1,621,223 Subordinate Voting Shares, having an exercise price of US$3.56 per share, which together provide Mr. Perry with approximately 31.7% of the aggregate voting rights of the Issuer (33.8% on a partially-diluted basis) and 0.3% of the then outstanding Subordinate Voting Shares, assuming the conversion of all Proportionate Voting Shares and multiple voting shares ("Multiple Voting Shares") of the Issuer.
On September 7, 2022, the OpCo Units will be exercisable for 15,964,409 Subordinate Voting Shares, at the discretion of the Issuer's board of directors, which represent 31.5% of the then outstanding Subordinate Voting Shares, assuming the conversion of all Proportionate Voting Shares and Multiple Voting Shares, and Mr. Perry's securities will together represent 33.9% of the then outstanding Subordinate Voting Shares on a partially diluted basis, assuming the conversion of all Proportionate Voting Shares and Multiple Voting Shares.
Mr. Perry acquired the securities for investment purposes. In the future, he may acquire additional shares and/or other equity, debt or other securities or instruments in the open market or otherwise, and reserves the right to dispose of any or all of such securities in the open market or otherwise at any time and from time to time, and to engage in similar transactions with respect to such securities, the whole depending on market conditions, the business and prospects of the Issuer and other relevant factors.
The Issuer is located at 3322 West End Ave, Suite 450, Nashville, TN 37203. Mr. Perry is also located at 3322 West End Ave, Suite 450, Nashville, TN 37203. A copy of the Early Warning Report can be obtained from Chrystie Holmstrom, Chief Legal Officer of the Issuer (615.488.0087 x1103) or on the SEDAR profile of the Issuer at www.sedar.com.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/130584