Lassonde Acquires a Convertible Debenture of Diamond Estates Wines & Spirits Inc.

Executive Summary

• Lassonde Industries Inc. acquired a $1,304,000 10% unsecured convertible debenture of Diamond Estates Wines & Spirits Inc., paying a total consideration of $1,330,079.78.
• The transaction increases the Lassonde Group’s convertible debt holdings to $4,654,000 and solidifies its control of approximately 51.6% of Diamond Estates’ common shares (non‑diluted).
• If all outstanding debentures are converted, the Lassonde Group could own up to ~63.1% of Diamond Estates’ common shares, giving it a controlling interest.

Key Details

• Acquisition price: $1,330,079.78 (principal $1,304,000 + accrued interest).
• Debenture terms: 10.0% unsecured convertible debenture, maturity Nov 9 2026.
• Pre‑acquisition holdings (Lassonde Group):
• 32,846,506 common shares (directly owned by Lassonde).
• $500,000 principal of convertible debentures (Lassonde) + $2,850,000 principal (Lassonde Holding).
• 847,603 deferred share units.
• Post‑acquisition holdings (Lassonde Group):
• Directly owns 32,846,506 common shares.
• $1,804,000 principal of convertible debentures (Lassonde) + $2,850,000 principal (Lassonde Holding) = $4,654,000 total.
• 847,603 deferred share units remain unchanged.
• Ownership percentages (non‑diluted):
• Common shares: ~51.56% held by Lassonde Group.
• Potential post‑conversion ownership: up to ~63.07% of outstanding common shares.
• Conversion scenarios:
• If only Lassonde converts its debentures → 41,046,506 common shares (~54.0%).
• If only Lassonde Holding converts → 15,072,369 common shares (~18.66%).
• If both convert → 56,118,874 common shares (~63.07%).
• Purpose of acquisition: Investment; Lassonde may acquire additional securities to support Diamond Estates’ strategic plan and may adjust its ownership based on market conditions.
• Regulatory filing: Release issued pursuant to NI 62‑103 and NI 62‑104 (Early Warning System / Take‑Over Bid rules).

Notable Quotes

(No direct quotes were provided in the release.)