This news release is being disseminated as required by National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues.
Toronto, Ontario--(Newsfile Corp. - July 31, 2024) - On July 18, 2024, Mr. Michael Steele (the "Acquiror"), through Avonlea Ventures #2 Inc. ("Avonlea"), a private Ontario corporation controlled by the Acquiror, indirectly acquired control and direction over 62,407,767 (the "Common Shares") in the capital of Kovo HealthTech Corporation (TSXV: KOVO) ("Kovo" or the "Corporation") (the "Acquisition") as partial settlement of $2,257,229.56 in indebtedness owed to Avonlea by Kovo. The Acquisition was conducted through the facilities of the TSX Venture Exchange.
Further to Kovo's news release dated July 24, 2024, the Corporation issued Avonlea 57,543,906 Common Shares at a deemed issue price of $0.035 per share and 4,863,861 Common Shares at a deemed price of $0.05 per share. Prior to the Acquisition, the Acquiror had indirect ownership of, or control and direction over, 17,600,000 Common Shares and 8,800,000 common share purchase warrants (the "Warrants"), representing approximately 30.6% of the issued and outstanding Common Shares on a non-diluted basis, and 39.8% on a partially diluted basis assuming exercise of such Warrants. Upon completion of the Acquisition, the Acquiror has indirect ownership of, or control and direction over, an aggregate of 80,007,767 Common Shares and 8,800,000 Warrants, representing approximately 66.70% of the issued and outstanding Common Shares on a non-diluted basis and 68.98% on a partially diluted basis assuming exercise of such Warrants.
The Acquiror acquired the Common Shares for investment purposes. The Acquiror has a long‐term view of the investment and may acquire additional securities or dispose of securities either on the open market or through private acquisitions in the future depending on market conditions, reformulation of plans and/or other relevant factors and subject to applicable securities laws. The Acquiror may, from time to time and at any time, acquire additional Common Shares and/or other equity, debt or other securities or instruments of the Corporation in the open market or otherwise, and reserves the right to dispose of any or all of the Common Shares in the open market or otherwise at any time and from time to time, and to engage in similar transactions with respect to the Common Shares, the whole depending on market conditions, the business and prospects of the Corporation and other relevant factors, including compliance with applicable securities laws.
An early warning report has been filed by the Acquiror under applicable securities laws and will be available on the Kovo SEDAR+ profile at . A copy of the early warning report may also be obtained by contacting the Acquiror at 416.464.8960, steeleconsult@aol.com.
