ThreeD files early warning report on AI-ML holdings

Mr. Matthew Davis of ThreeD reports THREED CAPITAL INC. ISSUES EARLY WARNING REPORT IN CONNECTION WITH THE ACQUISITION OF SECURITIES OF AI/ML INNOVATIONS INC. ThreeD Capital Inc., through the completion of a private placement, and Sheldon Inwentash (the joint actor) acquired ownership and control of an aggregate of 26 million common shares and 26 million common share purchase warrants of AI-ML Innovations Inc. The subject shares represented approximately 10.2 per cent of all issued and outstanding common shares of AI-ML at the time of the acquisition (or approximately 18.6 per cent on a partially diluted basis assuming exercise of the subject warrants only). Of this total: (i) ThreeD acquired an aggregate of six million subject shares and six million subject warrants, representing approximately 2.4 per cent of the issued and outstanding common shares of AI-ML (or approximately 4.6 per cent on a partially diluted basis, assuming exercise of such subject warrants only); and (ii) the joint actor acquired an aggregate of 20 million subject shares and 20 million subject warrants, representing approximately 7.9 per cent of the issued and outstanding common shares of AI-ML (or approximately 14.6 per cent on a partially diluted basis, assuming exercise of such subject warrants only). As a result of the acquisition, the percentage ownership held by ThreeD and the joint actor increased accordingly. Immediately prior to the acquisition, ThreeD and the joint actor owned and controlled an aggregate of 30,954,200 common shares, 500,000 stock options and 19,555,000 common share purchase warrants of the company that are exercisable within the ensuing 60 days, representing approximately 14.3 per cent of all issued and outstanding common shares of AI-ML (or approximately 21.5 per cent on a partially diluted basis, assuming exercise of such options and existing warrants held). Of this total: (i) ThreeD held an aggregate of 20,899,200 common shares and 14.5 million existing warrants, representing approximately 9.6 per cent of the issued and outstanding common shares of AI-ML (or approximately 15.3 per cent on a partially diluted basis, assuming exercise of the existing warrants held); and (ii) the joint actor held an aggregate of 10,055,000 common shares, 500,000 stock options and 5,055,000 existing warrants, representing approximately 4.6 per cent of the issued and outstanding common shares of AI-ML (or approximately 7.0 per cent on a partially diluted basis, assuming exercise of the existing warrants and options held). Immediately following the acquisition, ThreeD and the joint actor own and control an aggregate of 56,954,200 common shares, 500,000 stock options and 45,555,000 common share purchase warrants of the company, exercisable within the next 60 days (inclusive of the subject warrants and the existing warrants), representing approximately 22.4 per cent of all issued and outstanding common shares of AI-ML (or approximately 34.3 per cent on a partially diluted basis, assuming exercise of such warrants and options only). Of this total: (i) ThreeD held an aggregate of 26,899,200 common shares and 20.5 million common share purchase warrants, exercisable within the next 60 days, representing approximately 10.6 per cent of the issued and outstanding common shares of AI-ML (or approximately 17.3 per cent on a partially diluted basis assuming the exercise of such warrants only); and (ii) the joint actor held an aggregate of 30,055,000 common shares, 500,000 stock options and 25,055,000 common share purchase warrants of the company, exercisable within the next 60 days, representing approximately 11.8 per cent of the issued and outstanding common shares of AI-ML (or approximately 19.9 per cent on a partially diluted basis, assuming exercise of such warrants and options only). The acquisition was conducted through a private placement and not through the facilities of any stock exchange. The holdings of securities of the company by ThreeD and the joint actor are managed for investment purposes. ThreeD and the joint actor could increase or decrease its investments in the company at any time, or continue to maintain its current position, depending on market conditions or any other relevant factor. The subject units were acquired for total consideration of $1.3-million or five cents per subject unit. About ThreeD Capital Inc. ThreeD is a publicly traded Canadian-based venture capital firm focused on opportunistic investments in companies in the junior resources and disruptive technologies sectors. ThreeD's investment strategy is to invest in multiple private and public companies across a variety of sectors globally. ThreeD seeks to invest in early-stage, promising companies where it may be the lead investor and can additionally provide investees with advisory services and access to the company's ecosystem.