WD Growth I Corp. Files Preliminary Prospectus to Become One of Canada's First Growth Acquisition Corporations
This new publicly traded acquisition vehicle addresses the needs of earlier-stage and mid-market companies aspiring to list on a senior stock exchange in Canada
Toronto, Ontario--(Newsfile Corp. - April 14, 2021) - WD Growth I Corp. ("WD Growth") has filed a preliminary prospectus for an initial public offering (the "Offering") of a newly-organized Growth Acquisition Corporation ("G-Corp™") formed for the purpose of effecting an acquisition of one or more businesses within 24 months from the closing of the Offering.
Developed by WD Growth and its sponsor, WDC Investments I Inc. ("WDCI"), in concert with the NEO Exchange Inc. ("NEO"), the G-Corp™ is a publicly traded acquisition vehicle permitted to raise up to $30 million pursuant to an initial public offering.
"Evolving markets have created an opportunity to list acquisition vehicles designed to meet the needs of earlier stage and mid-market companies," stated Robert Munro, CEO of WD Growth. "The novel structure of the G-Corp™ provides the market with an option to other listing vehicles that tend to focus on either micro or mega-cap companies."
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 WD Growth (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 WD Growth 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 WD Growth 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.
Mr. Munro added, "The G-Corp™ differs from a conventional SPAC. The holders of the Class A Restricted Voting Shares will not have a right to redeem their shares but rather the completion of the qualifying transaction will be subject to the approval of the holders of a majority of the Class A Restricted Voting Shares."
The acquisition target of WD Growth 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 Offering is being distributed by Canaccord Genuity Corp. (the "Underwriter").
WD Growth has granted the Underwriter 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 Underwriter 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 and may only be redeemed as a unit upon certain events. Each Class A Restricted Voting Unit will separate following the closing of the qualifying transaction into one common share of WD Growth and one-half of one Warrant.
WDCI, together with certain other persons and directors of WD Growth, intend to purchase Class B units of WD Growth ("Class B Units") at an offering price of $3.00 per unit for aggregate sufficient to fund our 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 in the capital of WD Growth and one-half of one Warrant.
The WD Growth Founders, management team, and board of directors include:
|Robert Munro||Chief Executive Officer and Director||Chief Executive Officer, The Chrysalis Capital Group Inc.|
|Tyler Lang||President and Chief Financial Officer||Senior Managing Director, WD Capital Markets Inc.|
|Perry Dellelce||Chairman||Managing Partner, Wildeboer Dellelce LLP|
|Paul Dinelle||Director||Chief Executive Officer, Verge Asset Management Inc. and Managing Director, Blindspot Inc.|
|Kevin Dane||Director||Chief Operating Officer, Wildeboer Dellelce LLP|
|Michael Rennie||Corporate Secretary||Partner, Wildeboer Dellelce LLP|
Wildeboer Dellelce LLP is acting as legal counsel to WD Growth. Blake, Cassels & Graydon LLP is acting as legal counsel to the Underwriter.
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 Underwriter 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 WD Growth I Corp.
WD Growth I 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 WDC Investments I Inc.
WDC Investments I Inc. is the sponsor of WD Growth.
This press release may contain forward-looking information within the meaning of applicable securities legislation, which reflects WDCI's and WD Growth'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 WDCI's or WD Growth'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 WD Growth dated April 13, 2021. Neither WDCI nor WD Growth 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:
WD Growth I Corp.
Chief Executive Officer
NOT FOR DISTRIBUTION TO U.S. NEWSWIRES OR DISSEMINATION IN THE UNITED STATES
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