TORONTO, ONTARIO--(Marketwired - May 4, 2015) - On August 22, 2014, Mark Malcolm Tanz ("Tanz") acquired, on a private placement basis, ownership and control of 6,875,000 common shares (the "First Additional Common Shares") in the capital of Tempus Capital Inc. (the "Issuer") at an issue price of CDN$0.08 per common share (the "First Placement"). The 6,875,000 First Additional Common Shares represented approximately 38.9% of the post-First Placement issued and outstanding common shares in the capital of the Issuer. Prior to the closing of the First Placement, Tanz did not own or control any securities in the capital of the Issuer.
On February 11, 2015, Tanz acquired, on a private placement basis, ownership and control of an additional 875,000 common shares (the "Second Additional Common Shares") in the capital of the Issuer at an issue price of CDN$0.08 per common share (the "Second Placement"). The 875,000 Second Additional Common Shares represented approximately 4.4% of the post-Second Placement issued and outstanding common shares in the capital of the Issuer. Prior to the closing of the Second Placement, Tanz owned or controlled 6,875,000 common shares in the capital of the Issuer. As a result, immediately following the Second Placement, Tanz owned and controlled 7,750,000 common shares in the capital of the Issuer, which represented approximately 39.3% of the issued and outstanding common shares in the capital of the Issuer at such time.
On April 9, 2015, Tanz acquired, on a private placement basis, ownership and control of an additional 875,000 common shares (the "Third Additional Common Shares") in the capital of the Issuer at an issue price of CDN$0.08 per common share (the "Third Placement"). The 875,000 Third Additional Common Shares represented approximately 4.3% of the post-Third Placement issued and outstanding common shares in the capital of the Issuer. Prior to the closing of the Third Placement, Tanz owned or controlled 7,750,000 common shares in the capital of the Issuer. As a result, Tanz now owns and controls 8,625,000 common shares in the capital of the Issuer, which represents approximately 41.9% of the issued and outstanding common shares in the capital of the Issuer.
Tanz acquired the First Common Shares, the Second Common Shares and the Third Common Shares for investment purposes only. The First Common Shares were purchased pursuant to a subscription agreement between Tanz and the Issuer dated on or about August 22, 2014, the Second Common Shares were purchased pursuant to a subscription agreement between Tanz and the Issuer dated on or about February 11, 2015 and the Third Common Shares were purchased pursuant to a subscription agreement between Tanz and the Issuer dated on or about April 9, 2015.
The First Common Shares, the Second Common Shares and the Third Common Shares were issued to Tanz from the Issuer's treasury. The First Common Shares, the Second Common Shares and the Third Common Shares were acquired under the accredited investor exemption under National Instrument 45-106 - Prospectus and Registration Exemptions. Depending on economic or market conditions or matters relating to the Issuer, Tanz may choose to either acquire additional securities or dispose of currently held securities of the Issuer.
Tanz inadvertently omitted to issue a press release and file a related early warning report with the applicable Canadian securities regulators upon the completion of each of the First Placement and the Second Placement in accordance with National Instrument 62-103.
Pursuant to National Instrument 62-103, Tanz will file a consolidated early warning report in respect of the First Placement, the Second Placement and the Third Placement with applicable Canadian securities regulators, a copy of which will be available under the Issuer's profile at www.sedar.com. A copy of the consolidated early warning report can be obtained by contacting Mr. Tanz at (705) 554-6172.
Contact Information:
(705) 554-6172