TORONTO, December 15, 2020 – Mr. Jeffrey C. Royer, Chairman of Baylin Technologies Inc. (Baylin), announced that 2385796 Ontario Inc. (238) has subscribed for 1,333,600 Units of Baylin, each Unit comprised of one common share (common shares) of Baylin and one-half of a common share purchase warrant (“Warrants”) of Baylin at a subscription price of $0.75 per Unit for a subscription price of $1,000,200. The Units purchased by 238, comprised of 1,333,600 common shares and 666,800 Warrants, were acquired as part of a private placement by Baylin of 6,666,700 Units at a subscription price of $0.75 per Unit. Each whole Warrant entitles the holder to acquire one common share at an exercise price of $1.05. Assuming exercise by 238 of all its Warrants, the 2,000,400 common shares represent approximately 4.9% of the 40,882,313 common shares of Baylin outstanding before giving effect to the private placement. As a result of the purchase, 238 now holds 18,438,674 common shares (assuming exercise in full of its Warrants), representing approximately 45.1% of the common shares outstanding before giving effect to the private placement. Mr. Royer exercises control or direction over the securities held by 238.
After giving effect to the private placement, Mr. Royer exercises control or direction over 20,520,324 common shares, representing 43.2% of the 47,549,013 common shares outstanding (on an undiluted basis). Assuming only 238 exercises its Warrants, Mr. Royer will exercise control or direction over 21,187,124 common shares, representing approximately 43.9% % of the 48,215,813 common shares outstanding (on a partially diluted basis). The common shares are owned by an associate of Mr. Royer and by 238, a company controlled by the associate.
The common shares and Warrants were acquired for investment purposes. Mr. Royer may direct the purchase of additional common shares or Warrants or other securities of Baylin or direct the sale of common shares or Warrants or other securities of Baylin based on market and other conditions or other circumstances.
A copy of the early warning report required by National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues incorporating this and other information will be available under Baylin’s issuer profile on SEDAR at www.sedar.com
For further information contact:
Kelly Myles, Marketing and Communications Director
Baylin Technologies Inc.