CPE News (5.24.2023) – E Automotive Inc. d/b/a E Inc. (TSX: EINC) announced that its common shares will be delisted from TSX today following its its Annual and Special Meeting of Shareholders held on May 23, 2023.
Approximately 1,317,239 common shares were tendered pursuant to its proposed Substantial Issuer Bid (SIB) as part of delisting transaction. E Inc. expects to take up and purchase for cancellation 1,317,239 shares at a purchase price of $3.50 per share for aggregate consideration of approximately $4.61 million.
E Inc. expects to close its previously announced private placement on May 25, 2023, will issue 6,001,427 shares at $3.5 for gross proceeds of approximately $21,005,000.
Intercap Equity Inc. which currently beneficially owns or exercises control or direction over approximately 72% of E Inc.’s shares on a non-diluted basis, is acquiring 5,714,285 shares for $20 million. Four other investors, including a director of the company, have committed to acquire 287,142 shares for $1,005,000. E Inc. is currently in discussions with others, including members of management, about further participation in the private placement.
Following the completion of SIB and private placement, E Inc. will have approximately 57,767,448 shares issued and outstanding. Intercap will own 43,867,003 shares, representing approximately 75.94% of the issued and outstanding shares on a non-diluted basis.
photo credit: E Inc.
E Automotive Inc. d/b/a EINC Announces Voting Results from its Annual and Special Meeting of Shareholders, together with Preliminary Results of its Substantial Issuer Bid
TORONTO, May 24, 2023 /CNW/ – E Automotive Inc. d/b/a EINC (TSX: EINC) (“EINC” or the “Company”) announced today the results of voting at its annual and special meeting of shareholders held on May 23, 2023 (the “Meeting”) together with the preliminary results of its substantial issuer bid (the “Offer”) to purchase for cancellation up to C$7.5 million of its common shares (the “Common Shares”) and an updated on its previously announced private placement (the “Private Placement”).
Each of the eight nominees listed in the management information circular prepared in connection with the Meeting were elected as directors of the Company. EINC received proxies and virtual votes at the Meeting as set out below:
An ordinary resolution approving the appointment of Deloitte LLP as EINC’s auditors for the 2023 fiscal year and a special resolution approving the reduction of the Company’s stated capital to C$187,000,000, or such higher amount to be determined by the Company’s board of directors (“Board”) in its sole discretion, were each passed by the requisite number of votes.
Details of the voting results on all matters considered at the Meeting are available in the Company’s report of voting results, which is available under EINC’s profile on SEDAR at www.sedar.com.
Preliminary Results of Substantial Issuer Bid
The Company also announced today the preliminary results of the Offer. The Offer expired at 5:00 p.m. (Eastern Time) on May 23, 2023.
All of the terms and conditions of the Offer have been complied with or waived and, based on a preliminary count from TSX Trust Company (the “Depositary”), approximately 1,317,239 Common Shares were tendered to the Offer. Accordingly, the Company expects to take up and purchase for cancellation 1,317,239 Common Shares at a purchase price of C$3.50 per Common Share (the “Purchase Price”), for aggregate consideration of approximately C$4.61 million. The Common Shares expected to be purchased under the Offer represent approximately 2.49% of the issued and outstanding Common Shares on a non-diluted basis as at April 18, 2023, the date the terms of the Offer were publicly announced.
The number of Common Shares to be purchased under the Offer is preliminary, subject to verification by the Depositary and assumes that all Common Shares tendered through notices of guaranteed delivery will be delivered within the two trading day settlement period. The Company will announce the final results following completion of take-up of the Common Shares tendered to the Offer.
The full details of the Offer are described in the offer to purchase and issuer bid circular dated April 18, 2023, as well as the related letter of transmittal and notice of guaranteed delivery, copies of which were filed and are available on SEDAR at www.sedar.com.
Update on Private Placement
EINC also confirmed today that the Private Placement is expected to be completed on May 25, 2023, pursuant to which EINC will issue 6,001,427 Common Shares at the Purchase Price for total proceeds of approximately C$21,005,000. Intercap Equity Inc. (“Intercap”), which currently beneficially owns or exercises control or direction over approximately 72% of the Company’s Common Shares on a non-diluted basis, is acquiring 5,714,285 Common Shares under the Private Placement for total proceeds of C$20 million. Four other investors, including a director of the Company, have committed to acquire 287,142 Common Shares under the Private Placement for proceeds of approximately C$1,005,000. The Company is currently in discussions with others, including members of management, about further participation in the Private Placement.
After giving effect to the Offer and the Private Placement, approximately 57,767,448 Common Shares are expected to be issued and outstanding. Intercap will own 43,867,003 Common Shares, representing approximately 75.94% of the issued and outstanding Common Shares on a non-diluted basis.
As previously disclosed, the Common Shares are expected to be delisted from the Toronto Stock Exchange after close of markets today.
This news release is for informational purposes only and does not constitute an offer to buy or the solicitation of an offer to sell Common Shares.
EINC’s mission is to optimize the online vehicle buying, selling, and management experience for automotive dealers and consumers. EINC has a digital platform (the “Platform”) that provides automotive dealerships with access to an online wholesale auction marketplace where they can purchase or sell vehicles to other dealers, as well as access innovative software solutions to support dealers’ digital retailing and inventory management. Access to EINC’s Platform is complemented by ancillary service offerings to assist dealers with supplementary auction-related needs, including driving consumer traffic to their digital properties and optimizing other business processes. E Inc.’s digital wholesale marketplace goes to market under the brand EBlock, and EINC’s digital retail suite of products goes to market under the brand EDealer.
Cautionary Statement Regarding Forward-Looking Information
This news release contains forward-looking information that reflects the current expectations of management about the future results and opportunities for EINC. Forward-looking statements generally can be identified by words such as “will”, “expects”, “anticipates”, “intends”, “plans”, “believes”, “estimates”, “prospects” or similar expressions suggesting future outcomes or events. More particularly and without limitation, this press release contains forward-looking statements and information concerning purchases of Common Shares made under the Offer, the Private Placement and the delisting. Such forward-looking statements reflect EINC’s current beliefs and are based on information currently available to management, and there is no assurance that any Common Shares will be purchased under the Offer or the Private Placement. Although EINC believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward-looking statements and information because EINC can give no assurance that they will prove to be correct. By its nature, such forward-looking information is subject to various risks and uncertainties, which could cause the actual results and expectations to differ materially from the anticipated results or expectations expressed. Readers are cautioned not to place undue reliance on this forward-looking information, which is given as of the date hereof and to not use such forward-looking information for anything other than its intended purpose. EINC undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.
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SOURCE E Automotive Inc.