20:05:01 EDT Fri 26 Apr 2024
Enter Symbol
or Name
USA
CA



Zenn Motor Company Inc
Symbol ZNN
Shares Issued 47,471,498
Close 2013-12-20 C$ 0.63
Market Cap C$ 29,907,044
Recent Sedar Documents

Zenn Motor firms up EEStor agreement

2013-12-23 08:00 ET - News Release

Mr. James Kofman reports

ZENN SIGNS AGREEMENT TO ACQUIRE CONTROLLING STAKE IN EESTOR

Zenn Motor Company Inc. has entered into an investment agreement with EEStor Inc., and certain directors, officers and significant shareholders of EEStor, providing for the acquisition of a controlling stake in EEStor by Zenn and the reorganization of the board and management of EEStor. Under the investment agreement, in consideration for staged cash payments aggregating $1.0-million (U.S.), Zenn will be issued such number of Series A preferred shares of EEStor (in addition to the 502,344 Series A preferred shares Zenn is in the process of completing the acquisition of) such that, following the issuance of such shares Zenn will hold 51 per cent of the outstanding equity and voting shares of EEStor on an as-converted and fully diluted basis. Zenn has advanced EEStor $50,000 (U.S.) of the purchase price on the signing of the investment agreement which will be converted to EEStor shares if closing occurs.

The investment agreement provides for the reconstitution of the EEStor board to six members, two of whom will be nominated by the EEStor principals provided that they and their immediate family members continue to hold at least 15 per cent of the EEStor voting shares, and four of whom will be nominated by Zenn, provided that two must be independent of Zenn and EEStor. The current chief executive officer and chief financial officer of EEStor have also agreed to step down from these positions and the new board will initiate a search for the appointment of qualified persons to serve in these capacities. Richard Weir, a co-founder of EEStor, will continue to serve as honorary chairman, founder and chief science officer of EEStor. In consideration for their facilitating the proposed transactions and changes in the board and management of EEStor, the EEStor principals will be issued 600,000 common shares of Zenn. Mr. Weir commented, "I am excited about the change as it will allow me to focus 100 per cent of my time working to develop the EEStor technology."

Additionally, under the investment agreement the EEStor principals and their immediate family members have the right to require Zenn, for a 60-day period following closing, to exchange up to 360,000 EEStor common shares for common shares of Zenn on the basis of 15 Zenn common shares for each EEStor share so exchanged. Zenn has been notified by the EEStor principals that following closing they intend to immediately exchange the full 360,000 shares of EEStor into 5.4 million shares of Zenn. Assuming completion of the $1.0-million (U.S.) investment by Zenn and the exchange of the full 360,000 EEStor common shares for common shares of Zenn, Zenn would own approximately 67 per cent of the equity and voting shares of EEStor on an as-converted basis. Under the investment agreement Zenn has the right to acquire all EEStor shares held by the EEStor principals and their immediate family members at an agreed upon value or fair value as determined by an independent valuator if agreement cannot be reached. Further, the parties have agreed to explore options for merging the companies.

James Kofman, chairman of Zenn, said, "The transaction fully aligns the interests of Zenn and EEStor." Ian Clifford, founder of Zenn, added, "It is a turning point for the two companies, we have finally created a structure for real partnership and collaboration."

The investment agreement is subject to a number of conditions, including completion of due diligence to the satisfaction of Zenn, all regulatory approvals, including the approval of the TSX Venture Exchange, completion of the previously announced purchase of 502,344 EEStor Series A preferred shares and approval of the Zenn board.

Zenn also announced that it is in the process of completing its previously announced purchase of 502,344 Series A preferred shares of EEStor and associated rights. The only outstanding item to the closing is the confirmation of receipt of electronic fund transfers which the company expects to receive today.

© 2024 Canjex Publishing Ltd. All rights reserved.