Alexander Gray Acquires Proportionate Voting Shares of Inspire Semiconductor Holdings Inc.
VANCOUVER, British Columbia, Sept. 20, 2022 (GLOBE NEWSWIRE) — This news release is issued by Alexander Gray (“Mr. Gray”) pursuant to the early warning requirements of Canada’s National Instrument 62-104 and National Instrument 62-103 with respect to proportionate voting shares (the “PV Shares”) of Inspire Semiconductor Holdings Inc. (formerly Greenfield Acquisition Corp.) (the “Issuer”).
Mr. Gray announces that he has acquired PV Shares in connection with the reverse-takeover (the “Reverse Takeover”) of the Issuer by Inspire Semiconductor, Inc. (“Old Inspire”), which was completed on September 20, 2022. Pursuant to the Reverse Takeover, Old Inspire amalgamated with a wholly-owned subsidiary of the Issuer and the shareholders of Old Inspire became the shareholders of the Issuer. In connection with the Reverse Takeover, the Issuer changed its name to “Inspire Semiconductor Holdings Inc.”. The Reverse Takeover was approved by shareholders of the Issuer at an annual general and special meeting held on September 13 2022. Pursuant to the Reverse Takeover, Mr. Gray was issued 482,376.37 PV Shares. Mr. Gray acquired 0.01 PV Share in exchange for one (1) common share of Old Inspire (the “Old Inspire Shares”), after taking into account: (i) the share conversion (the “Conversion”) of Old Inspire Series A, Series A-1 and Series A-2 Preferred Stock (collectively, the “Old Inspire Preferred Shares”), at a ratio of 1:1 pre-Conversion Old Inspire Preferred Shares to one (1) post-Conversion Old Inspire Share, and (ii) the stock split (the “Stock Split”) of Old Inspire Shares completed after the Conversion, whereby each outstanding Old Inspire Share was exchanged for 5.697942 Old Inspire Shares. The Conversion and Stock Split occurred immediately prior to the Reverse Takeover and the acquisition of the Resulting Issuer Shares by Mr. Gray.
Upon completion of the Reverse Takeover, Mr. Gray acquired beneficial ownership and control over 482,376.37PV Shares, representing approximately 26.75% of the issued and outstanding PV Shares on an as converted basis.
Mr. Gray acquired the PV Shares for investment purposes and may, depending on market and other conditions, increase or decrease his beneficial ownership, control, or direction over securities of the Issuer through market transactions, private agreements, treasury issuances, exercise of warrants, or otherwise.
The PV Shares acquired pursuant to the Reverse Takeover were acquired in reliance upon the business combination exemption under section 2.11 of National Instrument 45-106 Prospectus and Registration Exemptions.
For further information and to obtain a copy of the early warning report filed under applicable Canadian provincial and territorial securities legislation in connection with the transactions described herein, please go to the Issuer’s profile on the SEDAR website (www.sedar.com) or contact John Kennedy at [email protected].
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