VANCOUVER, BC, Feb. 4, 2021 /CNW/ – BGP Acquisition Corp. (“BGP“) is pleased to announce the closing of the initial public offering (the “Offering“) of 11,500,000 class A restricted voting units (“Class A Restricted Voting Units“) (including 1,500,000 Class A Restricted Voting Units issued pursuant to the exercise in full of the over-allotment option) at an offering price of U.S.$10.00 per Class A Restricted Voting Unit, for gross proceeds of U.S.$115,000,000. The proceeds from the distribution of the Class A Restricted Voting Units were deposited into an escrow account and will only be released upon certain prescribed conditions, as further described in the prospectus that is final January 28, 2021 (the “Final Prospectus“).
Echelon Riches Partners Inc. acted once the underwriter that is solethe “Underwriter“) in connection with the Offering. Imperial Capital, LLC acted as U.S. placement agent in connection with the Offering.
BGP is a purpose that is special business included underneath the rules of this Province of British Columbia for the intended purpose of effecting, directly or indirectly, an acquisition of just one or even more companies or assets, by means of a merger, amalgamation, arrangement, share change, asset purchase, share purchase, reorganization, or just about any comparable company combination within a specified period of the time (a “Qualifying Transaction“). BGP promises to determine, assess, and perform an qualifying that is attractive by leveraging its network to find one or more suitable target businesses wherever possible. BGP intends to focus its search for target businesses that are involved in cannabis and/or related sectors; however, it is not limited to a industry that is particular geographical area for purposes of doing its Qualifying deal. The purchase target is anticipated to be an operating company with an enterprise value higher than U.S.$250 million.
Each Class A Restricted Voting device is made up of a class a voting that is restricted of BGP (“Class A Restricted Voting Share“) and one-half of a share purchase warrant of BGP (each whole warrant being referred to as a “Warrant“).
The Class A Restricted Voting Units will commence trading on the Neo Exchange Inc today. (the “Exchange“) underneath the symbol “BGP.UN“. The Class A Restricted Voting Shares as well as the Warrants comprising the Class A Restricted Voting Units will initially trade as a unit nonetheless it is expected that the Class A Restricted Voting Shares plus the Warrants begins exchanging individually in 40 times (or, if such date is maybe not an Exchange trading time, the Exchange trading day that is next). A restricted Voting Units, the Class A Restricted Voting Shares and the Warrants will commence trading on the Exchange under the symbols “BGP.U” and “
BGP.WT.U“, respectively upon separation of the class. Ahead of any transaction that is qualifying the Class A Restricted Voting Shares may only be redeemed upon certain events. The Class A Restricted Voting Shares will be redeemable for a portion that is pro-rata of quantity then held into the escrow account, web of fees payable along with other prescribed quantities. It really is expected that the Class B shares (“Class B Shares
“) released to your Sponsor (as defined below) won’t be detailed before the Qualifying Transaction, as described into the Prospectus that is final Warrants will become exercisable during the period commencing 65 days after completion of a Qualifying Transaction and ending five years thereafter subject to adjustment and subject to expiry that is early redemption by BGP as further described into the last Prospectus. Each Warrant is exercisable to shop for one Class A Restricted Voting Share (which, after the closing of this Qualifying Transaction, can be one subordinate voting share of BGP) at a high price of U.S.$11.50 per share.BGP’s administration group and board of directors is made up of: Ruth Epstein (leader Officer and seat of this Board), Don Jennings (President, Chief Financial Officer, business Secretary and Director), Brian Kabot (Director), Lisa Sergi Trager (Director),
Erik Ott (Director) and Scott Riley (Director).BGP Acquisition Sponsor LP, our sponsor (the “Sponsor“), beneficially owns or controls, an aggregate of (i) 3,375,000 Class B Shares (including 2,995,000 Founders’ Shares (as defined in the Final Prospectus) and including the 380,000 Class B Shares forming part of the 380,000 Class B units (“Class B Units“)), representing 22.54% of the issued and outstanding shares (assuming no Class A Restricted Voting Units are purchased by the Sponsor in the Offering), and (ii) an aggregate of 380,000 Class B Units, representing 100% of the issued and outstanding Class B Units. The Class B Shares were acquired by the Sponsor, which happened through personal contract and never through the facilities of any stock market or just about any market, for about U.S.$0.0083 per share (or U.S.$25,000 as a whole) therefore the Class B devices had been obtained by the Sponsor for U.S.
per Class B Unit (or U.S.$3,800,000 as a whole).The Sponsor’s position in BGP ended up being obtained for investment purposes. The Sponsor is fixed from attempting to sell its course B Shares and Class B devices (including the securities that are underlying each consisting of one Class B share and one-half of a Warrant), as described in the Final Prospectus. The Sponsor may purchase and/or sell any Class A Restricted Voting Units, Class A Restricted Voting Shares, and/or Warrants from time to time, subject to law that is applicable. The Sponsor entered into certain material agreements, all as described in the Final Prospectus.BGP’s head office is located at c/o 1055 West Georgia Street, Suite 1500, Royal Centre,
, V6E 4N7, Canadaand BGP’s registered and records office is located at the same address.
McMillan in connection with the Offering, and as sponsor to BGP LLP is acting as canadian counsel that is legal BGP and Duane Morris LLP is acting as U.S. lawyer to BGP. Goodmans LLP is acting as lawyer to your Underwriter.
This pr release isn’t an offer of securities accessible in the United States, plus the securities may possibly not be provided or offered in the United States missing enrollment or an exemption from enrollment. The securities haven’t been and certainly will never be registered underneath the usa Securities Act of 1933. Copies of this Prospectus that is final are on SEDAR at www.sedar.com.About BGP Acquisition Corp.BGP Acquisition Corp. is a purpose that is special business included underneath the rules of this Province of British Columbia for the intended purpose of effecting, straight or indirectly, a Qualifying deal within a specified period of the time.Forward-Looking StatementsThis pr release may include ahead
looking information in the meaning of relevant securities legislation, which reflects the Sponsor’s and BGP’s present objectives regarding events that are future. Ahead[email protected]–
looking info is considering lots of presumptions and it is susceptible to lots of dangers and uncertainties, a lot of that are beyond the Sponsor’s or BGP’s control, which may cause real outcomes and activities to vary materially from those who are disclosed in or suggested by such forward(*)–(*)looking information. Such dangers and uncertainties consist of, but aren’t restricted to, the factors talked about under “Risk facets” into the last Prospectus of BGP dated (*)January 28, 2021(*). Neither the Sponsor nor BGP undertake any obligation to upgrade such forward(*)–(*)looking information, whether as a consequence of brand new information, future activities or perhaps, except as expressly needed by relevant legislation.(*)SOURCE BGP Acquisition Corp.(*)For more information: BGP Acquisition Corp., Ruth Epstein, ceo, (*), 415-237-1747(*)