VANCOUVER, British Columbia, Jan. 26, 2017 (GLOBE NEWSWIRE) -- ITC Corporation Limited ("ITC") of 30th Floor, Bank of America Tower, 12 Harcourt Road Central, Hong Kong announces that on January 24, 2017, Mr. Suen Cho Hung, Paul (“Mr. Suen”) acquired, through his indirect wholly-owned company (the "Acquisition") a total of 1,147,366,967 ordinary shares of par value HK$0.01 each in the issued share capital of ITC (the "ITC Shares"), representing approximately 67.96% of the issued share capital of ITC from Dr. Chan Kwok Keung Charles (“Dr. Chan”) and his indirect wholly-owned company. As a result of the Acquisition, Dr. Chan ceased to hold any ITC Shares. As a result of the Acquisition, Mr. Suen is deemed to control ITC and may be deemed to beneficially own (i) the 7,893,255 common shares ("Burcon Shares") in the capital of Burcon NutraScience Corporation ("Burcon"); (ii) 198,429 warrants to purchase Burcon Shares (“2015 Burcon Warrants”) at a price of $2.25 per Burcon Share (subject to adjustments) until April 30, 2017; (iii) 253,815 warrants to purchase Burcon Shares (“2016 Burcon Warrants”) at a price of $2.58 per Burcon Share (subject to adjustments) which is exercisable until November 30, 2018 (subject to the approval of independent shareholders of Burcon in general meeting, which is expected to be held in September 2017; and (iv) the convertible unsecured promissory note in the principal amount of $2,000,000 (the “Note”), which is convertible into 501,253 Burcon Shares at a price of C$3.99 per Burcon Share (subject to adjustments) during the period commencing on or after July 1, 2016 and up to and including the maturity date, which is the earlier of (i) three years from the issue of the Note; and (ii) the occurrence of an event of default, which are beneficially owned by ITC as of January 24, 2017.
As a result of the Acquisition, Mr. Suen may be deemed to beneficially own the 7,893,255 Burcon Shares, the 198,429 2015 Burcon Warrants, the 253,815 2016 Burcon Warrants and the Note in the principal amount of C$2,000,000. The 7,893,255 Burcon Shares represent approximately 20.87% of the issued and outstanding Burcon Shares as at January 24, 2017.
If ITC were to exercise all of the 2015 Burcon Warrants, 2016 Burcon Warrants and the Note, Mr. Suen may then be deemed to beneficially own 8,846,752 Burcon Shares (including the 7,893,255 Burcon Shares), representing approximately 22.81% of the issued and outstanding Burcon Shares as at January 24, 2017, assuming all 2015 Burcon Warrants, 2016 Burcon Warrants and the Note are exercised/converted, but that no other convertible securities of Burcon are exercised.
The Burcon securities previously acquired by ITC will be held for investment purposes. ITC may, depending on market and other conditions, increase or decrease its beneficial ownership of Burcon's securities, whether in the open market, by privately negotiated agreements or otherwise, subject to a number of factors, including general market conditions and other available investment and business opportunities.
For further information, or to obtain a copy of the subject early warning report filed by ITC in accordance with applicable Canadian securities laws, please contact the Company Secretary at (852) 2831 8118.
On behalf of the Board of Directors of
ITC Corporation Limited
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Rosanna Chau
Deputy Chairman