HONG KONG, Nov. 20, 2018 (GLOBE NEWSWIRE) -- GEMS Investment Management Limited (“GEMS”) announces that Primeline Energy Holdings Inc. (“Primeline”) redeemed $US 8 million principal amount of Tranche B Bonds issued by Primeline to GRF Prime Limited (“GRF Prime”), a special purpose vehicle owned by a resources fund managed by GEMS (GEMS as fund manager has control and direction over all securities beneficially owned by GRF Prime) on August 14, 2015 due on November 12, 2018 for a payment of $US 9,301,000 ($Cdn. 12,282,901 at the Bank of Canada rate of conversion of $Cdn. to $US of 1.3206 on November 9, 2018) in accordance with their terms. The Tranche B Bonds were convertible into ordinary shares of Primeline (“Common Shares”) at a price of Cdn. $0.85 per share.
At the close of business on November 9, 2018, GEMS had control and direction over 18,102,238 Common Shares and $US 8 million principal amount of Tranche B Bonds issued by Primeline to GRF Prime on November 10, 2015. At the Bank of Canada rate for conversion of $Cdn. to $US of 1.3206 on November 9, 2018, 12,429,176 Common Shares were issuable upon conversion of the Tranche B Bonds. Assuming conversion of the Tranche B Bonds, GEMS had control and direction over 30,531,414 Common Shares, representing 14.45% of the issued and outstanding shares of Primeline. At the close of business on November 12, 2018 GEMS had control or direction over 18,102,238 Common Shares and nil principal amount of Tranche B Bonds, representing 9.17% of the issued and outstanding Common Shares of Primeline, constituting a decrease in the percentage of the issued and outstanding Common Shares over which GEMS had control or direction of 5.28%. Neither GEMS nor GRF Prime will be filing further early warning reports until such time, if any, as the holdings of either exceed 10% of the issued and outstanding Common Shares.
GEMS or GRF Prime may purchase or sell Common Shares in the market, in the future depending on market conditions and other factors relevant to GEMS’ investment decisions. GEMS has no plans or future intentions by itself or with any joint actors which relate to or would result in: a corporate transaction involving Primeline or any of its subsidiaries; a sale or transfer of a material amount of Primeline’s assets or those of any of its subsidiaries; a change in the board of directors or management of Primeline, including any plans or intentions to change the number or term of directors or to fill any existing vacancy on the board; a material change in the present capitalization or dividend policy of Primeline; a material change in Primeline’s business or corporate structure; a change in Primeline’s Articles or another action which might impede the acquisition of control of Primeline by any person or company; any class of Primeline’s securities being delisted from the TSX-V; Primeline ceasing to be a reporting issuer in any jurisdiction of Canada; a solicitation of proxies from Primeline’s securityholders; or any similar action or actions.
A copy of GEMS’ early warning report relating to the transactions described above can be obtained from Rita Kwok, Tel. +852-2838-0093