Mauris Family Investments Ltd. and DLCK Holdings Ltd. acquire Class “A” Common Shares of Founders Advantage Capital Corp.

VANCOUVER, British Columbia, Feb. 20, 2020 (GLOBE NEWSWIRE) -- Mauris Family Investments Ltd. (“MFI”) and DLCK Holdings Ltd. (“DLCK”) report that on February 20, 2020, MFI agreed to acquire 2,652,764 Class “A” common shares (“Shares”) in the capital of Founders Advantage Capital Corp. (“Founders”) and DLCK agreed to acquire 2,652,765 Shares from Harrington Global Opportunities Fund Limited (“Harrington”) at price of $1.75 per Share for a total purchase price of $9,284,675.75 (the “Transaction”). DLCK and MFI have agreed to acquire the Shares by way of a private agreement.

Gary Mauris (“Mauris”) controls MFI and DLCM Holdings Ltd. (“DLCM”) (collectively, the “Mauris Group”). Chris Kayat (“Kayat”) controls DLCK (collectively, the “Kayat Group”).

Prior to giving effect to the Transaction, the Mauris Group owned, or exercised control or direction over, 4,349,002 Shares, representing approximately 11.4% of the 38,182,513 issued and outstanding Shares calculated on an undiluted basis. Following the Transaction, the Mauris Group will own, or exercise control or direction over, 7,001,766 Shares, representing approximately 18.3% of the issued and outstanding Shares as of the date hereof, calculated on an undiluted basis, an increase of approximately 6.9%.

Prior to giving effect to the Transaction, the Kayat Group owned, or exercised control or direction over, 3,018,400 Shares, representing approximately 7.9% of the 38,182,513 issued and outstanding Shares as of the date hereof, calculated on an undiluted basis. Following the Transaction, DLCK will own, or exercise control or direction over, 5,671,165 Shares, representing approximately 14.9% of the issued and outstanding Shares as of the date hereof, calculated on an undiluted basis, an increase of approximately 7%.

Prior to giving effect to the Transaction, the Mauris Group and the Kayat Group collectively owned, or exercised control or direction over, 7,367,402 Shares, representing approximately 19.3% of the 38,182,513 issued and outstanding Shares calculated on an undiluted basis. Following the Transaction, the Mauris Group and the Kayat Group will collectively own, or exercise control or direction over, 12,672,931 Shares, representing approximately 33.2% of the issued and outstanding Shares as of the date hereof, calculated on an undiluted basis, an increase of approximately 13.9%.

MFI and DLCK have each agreed to acquire the Shares for investment purposes. While the Mauris Group and the Kayat Group may be considered to be acting jointly or in concert with each other with respect to the acquisition of the Shares, the Mauris Group and the Kayat Group have no agreement, commitment or understanding between them with respect to the voting or disposition of the Shares, or with respect to the future acquisition of additional Shares. The Mauris Group and the Kayat Group may each independently from time to time decide to acquire additional securities, dispose of some or all of the existing or additional securities or may continue to hold securities of the Issuer or develop plans or intentions relating to the foregoing, in each case, depending on market and economic conditions, the business and prospects of the Issuer and other relevant factors.

MFI and DLCK are relying on the exemption from the takeover bid rules set out in section 4.2(1) of National Instrument 62-104 – Takeover Bids and Issuer Bids. The Shares purchased from Harrington were effected at a price of less than 115% of the market price of the Shares at the date of the bid.

Founders head office is located at 400, 2207 – 4^th Street SW, Calgary, Alberta T2S 1X1.

This news release is issued in accordance with the early warning requirements under applicable Canadian securities laws. An early warning report relating to the Transaction will be filed by MFI and DLCK with applicable securities regulators and will be available for viewing under Founders’ SEDAR profile at www.sedar.com. A copy of the early warning report may be obtained by contacting either of the individuals at the contact information provided below.

Gary Mauris
2215 Coquitlam Avenue
Port Coquitlam, British Columbia
V3B 1J6

or

Chris Kayat
2215 Coquitlam Avenue
Port Coquitlam, British Columbia
V3B 1J6

The TSX Venture Exchange has neither approved nor disapproved the contents of this news release. Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.