Limestone Announces Update on Ebbtide Acquisition and Concurrent Funding
DO NOT DISTRIBUTE TO UNITED STATES PRESS RELEASES OR UNITED STATES DISTRIBUTION
COLLINGWOOD, Ontario, May 10, 2021 (GLOBE NEWSWIRE) – The Limestone® Boat company (“Limestone“or the”Company“) (TSXV: BOAT), a recently relaunched heritage brand with new ownership, ideals and a revamped model lineup, is pleased to announce an update to its previously announced plan to acquire Ebbtide Holdings, LLC (“Ebbtide“) of White Bluff, Tennessee (the”Acquisition“) and the previously announced proposed offer in an aggregate principal amount of up to $ 17.0 million of the Company’s 10% convertible subordinated unsecured debentures in a non-brokered private placement (the”Offer“).
Acquisition of Ebbtide
In consideration for all issued and outstanding securities of Ebbtide, Limestone has agreed to pay existing members of Ebbtide, as consideration for their member units, US $ 2.5 million of ordinary shares of Limestone, at a price of C $ 0.33 per share. , resulting in the issuance of 9,302,256 common shares of Limestone to members of Ebbtide, subject to certain lock-in protections.
“We are grateful for the support of Ebbtide’s investor and stakeholder community, in believing in our vision for Limestone. Our management team and board of directors are working hard to position Limestone and become one of the best boat builders in North America, ”said Telfer Hanson, Chairman of the Board of Limestone.
Limestone intends to close the Offer on or around May 12, 2021, followed by the closing of the Acquisition on or around May 13, 2021. The change in the closing time for each of these transactions, compared to to that previously announced, should not adversely affect the activities of the company. The offering and acquisition remain subject to customary closing conditions, including approval by the TSX Venture Exchange.
Limestone is a North American designer and manufacturer of recreational and commercial power boats. Limestone is a heritage brand with a 35-year heritage, renowned for its timeless design, great water performance, quality workmanship and durability. Manufactured in a manufacturing facility located in central Tennessee, Limestone offers an advanced and expanded product line that will appeal to a growing number of boaters from coast to coast.
Limestone is a brand-driven company, dedicated to the well-being of all stakeholders, including our customers, employees and shareholders. It is with great pride that the company continues to extend the legacy of Limestone boats and its original designer, Mark Ellis of Connecticut. Scott Hanson, Mark Ellis and the Limestone design team have worked diligently to modernize Limestone’s configurations, designs and outboard power addition, while retaining the original hull design that made the brand Limestone famous for its “ great performance on the water ”. Please visit www.limestoneboats.com to view the new models.
For more information contact:
Investor Relations: Bill Mitoulas
Neither TSXV nor its Regulation Services Provider (as that term is defined in the policies of TSXV) accepts responsibility for the adequacy or accuracy of this press release.
Caution Regarding Forward-Looking Statements
Certain statements contained in this press release constitute forward-looking information. These statements relate to future events or future performance. The use of any of the words “anticipate”, “believe”, “could” “should”, “would”, “estimate”, “expect”, “anticipate”, “indicate”, “have the intention “,” likely “,” May “,” plan “,” potential “,” project “,” prospect “,” seek “,” target “,” trend “or” will “and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the parties’ current beliefs or assumptions about the outcome and timing of such future events. Actual future results may differ materially. In particular, there can be no assurance that transactions will be concluded on the terms or within the time periods indicated herein or not at all. If these transactions are ultimately concluded, the Company will be subject to a number of risks associated with the integration and future transactions, some of which are more specifically described in the Company’s public documents available on SEDAR. The forward-looking information contained in this press release is made as of the date hereof and the parties are under no obligation to update or revise the forward-looking information, whether as a result of new information, future events or otherwise, except if required by the case. securities laws. Due to the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward-looking information. The foregoing statements expressly qualify any forward-looking information contained in this document.
Many factors can lead to actual results, level of activity, performance or achievement or
events or developments differ materially from those expressed or implied by forward-looking statements. All forward-looking statements made in this press release are qualified by these cautions and other cautions or factors in this press release. There can be no assurance that actual results or developments will be achieved or, even if substantially achieved, will have the expected consequences or effects on the Company. Unless required by securities law, the Company does not intend and assumes no obligation to update these forward-looking statements.
The securities forming part of the Offer have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “1933 Act”) and may not be offered or sold in the United States. or to, or on behalf of or for the benefit of “US nationals” (as defined in Regulation S under the 1933 Act) in the absence of registration or an applicable exemption from registration requirements. Securities may be offered in the United States to qualified institutional buyers (as defined in Rule 144A under the 1933 Act) in accordance with exemptions from the registration requirements under Rule 144A of the 1933 Act and to “accredited investors” within the meaning of this term. Rule 501 (a) (1), (2), (3) or (7) of Regulation D promulgated under the 1933 Act. This press release will not constitute an offer to sell or the solicitation of an offer purchase and there will be no sale of the securities in a State in which such an offer, solicitation or sale would be illegal.