Jovian Capital Corp. has entered into an agreement to acquire all of the issued and outstanding shares of Felcom Data Services Inc. in exchange for a $200,000 promissory note and 1 million Jovian common shares.
Felcom provides third-party services such as fund/portfolio performance and analytics, fund accounting, transfer agency and administration. Felcom currently services more than 25 mutual funds, both in Canada and abroad. In addition, Felcom also acts as transfer agent to several alternative products.
“This acquisition will represent a significant move to support and strengthen our ‘community of interest’ strategic positioning. It will allow our affiliate companies access to support services that meet their specific needs,” said Philip Armstrong, president and CEO of Jovian.
The Jovian shares will be issued at 80¢ per share. The transaction is subject to regulatory approval. Closing is expected to occur on or before October 31.
In a separate release, Jovian said that it has entered into preliminary discussions with a leading Canadian financial intermediary to provide bridge financing to Jovian for future acquisitions.
As part of this proposed bridge financing, Jovian would issue up to 2,000,000 common share purchase warrants to the lender, depending upon the amount of the financing. The warrants would be exercisable for three years at a price of 75¢ per common share.
The financing is subject to entering into of a definitive agreement.
As well, Jovian said that certain insiders of Jovian have arranged to purchase 1,698,460 common shares of Jovian at a price of 70¢ per share, as part of its previously-announced private placement.
The proceeds of the private placement will be used for future acquisitions and other growth opportunities within the organization.