Sea Hunter Holdings, LLC Announces Updated Position in TILT Holdings Inc.
WEST PALM BEACH, FL, Jan. 8, 2020 /CNW/ - Sea Hunter Holdings, LLC ("Sea Hunter") announced that on May 7, 2019 and July 12, 2019 it distributed to its members 547,137 compressed shares ("Compressed Shares") in the capital of TILT Holdings Inc. ("TILT") and 46,337,200 common shares ("Common Shares") in the capital of TILT (the "Distributions").
The Common Shares Sea Hunter held resulted from conversions on March 31, 2019 and June 30, 2019, whereby Compressed Shares it held were converted into Common Shares in accordance with the provisions of the Articles of TILT.
Immediately prior to March 31, 2019, Sea Hunter had beneficial ownership or the power to exercise control or direction, directly or indirectly, of an aggregate of 1,081,201 Compressed Shares, representing approximately 54.00% of the then issued and outstanding Compressed Shares.
Immediately prior to March 31, 2019, Sea Hunter did not have beneficial ownership or the power to exercise control or direction of any Common Shares. However, subject to adjustments set forth in the Articles of TILT, each Compressed Share is convertible into 100 Common Shares, with such conversion having occurred on the schedule unanimously approved by all holders of Compressed Shares. If all the issued and outstanding Compressed Shares over which Sea Hunter exercised control or direction, directly or indirectly, immediately prior to March 31, 2019 were to be converted into Common Shares, Sea Hunter would have exercised control or direction over 108,120,100 Common Shares, representing approximately 35.59% of issued and outstanding Common Shares (assuming conversion of all of the issued and outstanding Compressed Shares at that time).
After giving effect to the Distributions, Sea Hunter had beneficial ownership or the power to exercise control or direction, directly or indirectly, of an aggregate of 70,692 Compressed Shares, representing approximately 6.20% of the then issued and outstanding Compressed Shares, and Sea Hunter did not have beneficial ownership or the power to exercise control or direction, directly or indirectly, of any Common Shares. If all the issued and outstanding Compressed Shares over which Sea Hunter exercised control or direction, directly or indirectly, after the Distributions were to be converted into Common Shares, Sea Hunter would have exercised control or direction, directly or indirectly, over 7,069,200 Common Shares, representing approximately 2.32% of the issued and outstanding Common Shares (assuming conversion of all of the issued and outstanding Compressed Shares at that time).
Sea Hunter held the Common Shares and Compressed Shares described above for its members.
This press release is being issued pursuant to the requirements of National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues ("NI 62-103") of the Canadian Securities Administrators. A copy of the report to be filed by Sea Hunter in connection with the transactions described herein will be available on the TILT's SEDAR profile at www.sedar.com, and can be obtained by contacting Alexia Varga at the telephone number listed below.
Following the completion of the Distributions, Sea Hunter ceased having obligations to file reports pursuant to the requirements of NI 62-103 as of that time, in connection with its holdings of voting securities of TILT.
ABOUT SEA HUNTER HOLDINGS, LLC
Sea Hunter provides support to cultivation, processing and retailing of cannabis. Sea Hunter was formed under the laws of Delaware in 2017 and, prior to the consummation of the business combination of Baker Technologies, Inc., Briteside Holdings, LLC, Sea Hunter Therapeutics, LLC and Santé Veritas Holdings Inc. that closed November 21, 2018, served as the holding company of Sea Hunter Therapeutics, LLC.
All direction and control over the holdings of Sea Hunter is exercised by Sea Hunter Capital Management LLC ("SHCM"), the holder of all issued and outstanding class B shares of Sea Hunter (the "SH Class B Shares"). The SH Class B Shares carry the right to appoint all members of the board of managers of Sea Hunter. Immediately following the Distributions, SHCM, a joint actor with Sea Hunter, exercises control or direction, directly or indirectly, over 28,236 Compressed Shares.
SOURCE Sea Hunter Holdings, LLC
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