Flow Beverage to trade on TSX July 14
2021-07-12 14:34 ET - New Listing
The Toronto Stock Exchange reports that Flow Beverage Corp. will be listed and posted for trading at the open on July 14, 2021. According to the TSX, there will be 46,928,995 subordinate voting shares and 5,941,535 subordinate voting share purchase warrants of the company issued and outstanding, and 20,818,013 shares reserved for issuance. The shares will trade under the symbol FLOW, in Canadian dollars and under Cusip No. 34344J 10 2, and the warrants will trade under the symbol FLOW.WT, in Canadian dollars and under Cusip No. 34344J 11 0.
The TSX reports that Flow Beverage is a health-and-wellness-focused beverage company. It launched its original, naturally alkaline, premium spring water in 2015, and markets its premium alkaline spring water in Canada and the United States in original unflavoured and a range of organic flavours. According to the TSX, the company does not expect to pay cash dividends on its shares in the foreseeable future. Its transfer agent and registrar is TSX Trust Company at its principal office in Toronto, and its fiscal year-end is Oct. 31.
The TSX notes that the company is the issuer resulting from the recently effected amalgamation involving RG One Inc., Flow Water Inc. and RG One Subco Inc., under which Flow Water became a wholly owned subsidiary of RG One and RG One changed its name to Flow Beverage. Immediately prior to completion of the amalgamation:
The common shares of RG One were consolidated on the basis of one postconsolidated share for every 404.84 shares issued and outstanding immediately prior to the consolidation.The Flow Water Class A subordinate voting shares were consolidated on the basis of one postconsolidated Flow Water subordinate voting share for every five Flow Water subordinate voting shares issued and outstanding immediately prior to the consolidation.The Flow Water Class B multiple voting shares were consolidated on the basis of one postconsolidated Flow Water multiple voting share for every five Flow Water multiple voting share issued and outstanding immediately prior to the consolidation
As a result of the amalgamation, each Flow Water subordinate voting share was exchanged for one share of the company and each Flow Water multiple voting share was exchanged for one multiple voting share of the company, on a postconsolidation basis. On March 1, 2021, and March 11, 2021, and May 14, 2021, Flow Water completed private placements of subscription receipts at $1.65 per subscription receipt (or $8.25 on a postconsolidation basis) for total gross proceeds of $98.9-million. Each subscription receipt was automatically exchanged upon completion of the amalgamation, for no additional consideration, for one Flow Water Class B share and one-half of a Flow Water subordinate voting share warrant (on a postconsolidation basis), which was immediately exchanged for one share of the company and one-half of a warrant of the company.
According to the TSX, each whole warrant of the company is exercisable at $10 per share until 5 p.m. Toronto time on June 29, 2023. Pursuant to the terms of the original warrant indenture dated March 11, 2021, between Flow Water, RG One and TSX Trust, as warrant agent, amended by the supplemental warrant indenture dated May 14, 2021, the company may accelerate the expiry of the warrants in the event the daily volume weighted average closing price of the shares on the TSX exceeds $12.50 for at least 10 consecutive trading days, by giving not less than 30 days of written notice to the warrantholders.
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