Pluribus Technologies Corp.’s Reverse Takeover

Miller Thomson LLP acted as legal counsel to Pluribus Technologies Inc., Chitiz Pathak LLP acted as legal counsel to the Aumento Capital IX Corp. and Wildeboer Dellelce LLP acted as legal counsel to the agents under the financing.

Pluribus Technologies Corp. (formerly Aumento Capital IX Corp.) (TSXV: AUIX.P) has completed its previously announced acquisition of all of the outstanding securities of Pluribus Technologies Inc., a technology company that acquires small, profitable business-to-business software companies in a range of verticals and industries. 

Pursuant to the Transaction, the issued and outstanding Pluribus (i) Class A Common Shares, (ii) Series 1 Class A Common Shares, (iii) Series 2 Class A Common Shares and (iv) Class B Common Shares (collectively, the “Pluribus Common Shares”) were exchanged for common shares in the capital of the Company (the “Company Shares”) on the basis of 7.42 post-consolidation Company Shares for each outstanding Pluribus Common Share. Pursuant to the Transaction: (i) an aggregate of 15,212,034 post-consolidation Company Shares were issued in exchange for the Pluribus Common Shares (including pursuant to conversion of Subscription Receipts (as defined below)); (ii) warrants exercisable to acquire 2,380,384 Company Shares and 262,732 units of the Company (with each unit being comprised of one post-consolidation Company Share and one half of one common share purchase warrant of the Company) were issued in exchange for the outstanding warrants of Pluribus; and (iii) options exercisable to acquire an aggregate of 39,214 Company Shares were issued in exchange for outstanding options of Pluribus. Following the completion of the Transaction and the conversion of the outstanding Subscription Receipts (as defined below), there are 15,463,886 post-consolidation Company Shares issued and outstanding (on an undiluted basis).

Pursuant to the Transaction, each of the 3,475,291 subscription receipts (“Subscription Receipts”) of Pluribus issued to investors pursuant to Pluribus’ previously announced financing completed on December 3, 2021 were exchanged for one Company Share pursuant to the terms of a subscription receipt agreement governing the Subscription Receipts between Pluribus, TSX Trust Company and Canaccord Genuity Corp.

Pluribus provides experienced sales and marketing resources, strategic partnerships and enabling technologies including automation, self-service and artificial intelligence/machine learning to create new revenue streams and enable companies to grow into significant organizations in their respective markets.

Miller Thomson advised Pluribus with a team comprised of Mack Hosseinian (Picture) and Ian Polisuk (Capital Markets & Securities); Alfred Apps and Myron Mallia-Dare (Corporate/M&A); Manjit Singh (Corporate Tax); and Joshua Davis (Student).

 

Involved fees earner: Alfred Apps – Miller Thomson; Mack Hosseinian – Miller Thomson; Myron Mallia-Dare – Miller Thomson; Ian Polisuk – Miller Thomson; Manjit Singh – Miller Thomson;

Law Firms: Miller Thomson;

Clients: Aumento Capital IX Corp.;

Sonia Carcano

Author: Sonia Carcano