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Yahoo
3 days ago
- Business
- Yahoo
Tiny Ltd. Announces Voting Results of the 2025 Annual General and Special Meeting of Shareholders
Victoria, British Columbia--(Newsfile Corp. - June 10, 2025) - Tiny Ltd. (TSXV: TINY) ("Tiny" or the "Company"), a Canadian technology holding company that acquires wonderful businesses for the long term, today announced voting results of the Company's Annual General and Special Meeting of Shareholders held on June 5, 2025. Shareholders approved the setting the number of directors at five by 99.9%. Each of the five individuals nominated for election as a director was elected. Voting results for the individual directors of the Company are as follows:Number of Shares Voted For Percentage of Shares Voted For Number of Shares Against Percentage of Shares Against Andrew Wilkinson 149,319,103 99.1% 1,260,023 0.9% Chris Sparling 149,319,233 99.1% 1,259,893 0.9% Alex Conconi 150,535,905 99.9% 43,221 0.1% Carla Matheson 143,176,378 95.1% 7,402,748 4.9% Tim McElvaine 150,540,333 99.9% 38,793 0.1% The resolution to appoint KPMG LLP, Chartered Professional Accountants, as auditor to hold office until the next annual general meeting of shareholders at a remuneration to be fixed by the board of directors was passed by 99.9%. The resolution approving certain amendments to the Company's 10% rolling Omnibus Equity Incentive Plan was passed by 99.1%. The resolution re-approving the 10% rolling Omnibus Plan of the Company was passed by 99.1%. The resolution authorizing the Company to complete a consolidation of all of the then-issued and outstanding Shares of the Company on the basis of one (1) post-consolidation Share for up to every five (5) pre-consolidation Shares, or such other ratio to be determined by the Board was passed by 99.1%. About Tiny Tiny acquires businesses using a founder-friendly approach, while focusing on valuation, recurring revenues, and free cash flow potential. The Company expects to hold businesses for the long-term, with a parent-level focus on capital allocation, collaborative management and operations, and incentive structures within the operating companies to drive results for Tiny and its shareholders. Tiny currently has three principle reporting segments: Digital Services, which help some of the world's top companies design, build and ship amazing products and services; Software and Apps, which is home to leading applications and themes powering forward-thinking merchants worldwide, primarily in the Shopify ecosystem; and Creative Platform, which is composed primarily of Dribbble, the social network for designers and digital creatives, as well as Creative Market, a premier online marketplace for digital assets such as fonts, graphics and templates. For more about Tiny, please visit or refer to the public disclosure documents available under Tiny's profile on SEDAR+ at Tiny Ltd. Contact:Mike McKennaChief Financial OfficerPhone: 416-938-0574Email: mike@ Cautionary Note Regarding Forward-Looking Information Certain statements in this press release may constitute forward-looking information or forward-looking statements (together, "forward-looking statements") that reflect management's current expectations regarding the Company's future growth, financial performance and business prospects and opportunities. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as "anticipate", "believe", "plan", "forecast", "expect", "estimate", "predict", "intend", "would", "could", "if", "may" and similar expressions. This press release includes, among others, forward-looking statements regarding the Company's expectations regarding: the Company's financial profile, the results of the acquisition of Serato and the future plans of the Company and its subsidiaries. These statements reflect current expectations of management regarding future events and operating performance and speak only as of the date of this press release. In addition, forward-looking statements are provided for the purpose of providing information about management's current expectations and plans relating to the future. Readers are cautioned that reliance on such information may not be appropriate for other purposes. By their nature, forward-looking statements require management to make assumptions and are subject to inherent risks and uncertainties. There is a significant risk that predictions, forecasts, conclusions or projections will not prove to be accurate, that management's assumptions may not be accurate and that actual results, performance or achievements may differ significantly from such predictions, forecasts, conclusions or projections expressed or implied by such forward-looking statements. We caution readers not to place undue reliance on the forward-looking statements in this press release as a number of factors could cause actual future results, conditions, actions or events to differ materially from the targets, outlooks, expectations, goals, estimates or intentions expressed in the forward-looking statements. These factors include, but are not limited to: reliance on the Shopify platform; the Company's limited operating history; reliance on management and key employees; conflicts of interest in relation to the Company's officers, directors, and consultants; the ability to integrate previous acquisitions or future acquisitions; limitations on claims against a seller of an acquired company; additional financing requirements; risks related to dilution; global financial conditions; management of growth; risks associated with the Company's strategy of growth through acquisitions; tax risks; reputational risks; payment processing risks; currency fluctuations; competitive markets; uncertainty and adverse changes in the economy; unsustainability of the Company's rapid growth and inability to attract new customers, retain revenue from existing merchants, and increase sales to both new and existing customers; adverse effects on the Company's revenue growth and profitability due to the inability to attract new customers or sell additional products to existing customers; future results of operations being harmed due to declines in recurring revenue or contracts not being renewed; cyber security and privacy breaches; changes in client demand; challenges to the protection of intellectual property; infringement of intellectual property; regulatory risks; risks related to legal claims; ineffective operations through mobile devices, which are increasingly being used to conduct commerce; risks related to information technology; and risks associated with internal controls over financial reporting. For a more detailed discussion of certain of these risk factors, see the list of risk factors in the Company's Annual Information Form dated April 29, 2025 which is available on SEDAR+ at under the Company's profile. The Company cautions that the foregoing list is not exhaustive of all possible factors, as other factors could adversely affect our results. When relying on our forward-looking statements to make decisions with respect to the Company and its securities, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Unless otherwise indicated, the information in this press release is current as of the date of this press release and the Company does not intend, and disclaims any obligation, to update any forward-looking statements, whether written or oral, or whether as a result of new information or otherwise, except as may be required by law. 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. To view the source version of this press release, please visit Sign in to access your portfolio
Yahoo
12-05-2025
- Business
- Yahoo
Tiny Announces Completion of Refinancing, Closing of Private Placement of $36.1 Million Principal Amount of Convertible Debentures and Conversion of Subscription Receipts
Victoria, British Columbia--(Newsfile Corp. - May 12, 2025) - Tiny Ltd. (TSXV: TINY) ("Tiny" or the "Company"), a Canadian technology holding company that acquires wonderful businesses for the long term, announced today that it has completed a refinancing with Roynat Capital Technology and Innovation Banking and has closed its previously announced private placement offering (the "Private Placement") of $36,100,000 aggregate principal amount of 11% secured convertible debentures due 2030, which includes $1,500,000 aggregate principal amount of Convertible Debentures comprising a partial exercise of over-allotment option (the "Convertible Debentures"). In connection with the refinancing, the Company has entered into a commitment letter with the Bank of Nova Scotia pursuant to which the Company will have access to an operating credit facility up to a maximum of $5,000,000 (the "Operating Facility") and a revolving facility up to a maximum of $25,000,000 (the "Revolving Facility" and, together with the Operating Facility, the "Credit Facilities"), although the available borrowing under the Credit Facilities is currently limited to $20,000,000 in aggregate under the Convertible Debenture covenants. The Credit Facilities will be secured by substantially all of the assets of the Company and certain subsidiaries of the Company, as further described below. In connection with the completion of the Private Placement, the Convertible Debentures were issued with an original issue discount of 7.5% for aggregate gross proceeds to the Company of $33,392,500. Each Convertible Debenture has a face value of $1,000 and was offered and sold at a price of $925 per Convertible Debenture. The Convertible Debentures will bear interest at a rate of 11.00% per annum from May 12, 2025 (the "Closing Date") and will mature on May 12, 2030 (the "Maturity Date"). On the Maturity Date, any outstanding principal amount of the Convertible Debentures plus any accrued and unpaid interest will be repaid by the Company in cash. In connection with the closing of the Private Placement and the refinancing, the escrow release conditions in respect of the subscription receipts issued in connection with the to the Company's "bought deal" public offering (the "Offering") that closed on April 9, 2025 (the "Subscription Receipts") were satisfied. Upon satisfaction of the escrow release conditions, the net proceeds of the Offering were released to the Company and each Subscription Receipt was automatically converted into one Class A common share of the Company (each, a "Common Share") and one-half of one Common Share purchase warrant (each whole warrant, a "Warrant"). In aggregate, 17,400,000 Common Shares and 8,700,000 Warrants were issued upon conversion of the Subscription Receipts. Each Warrant entitles the holder thereof to purchase one additional Common Share at an exercise price of $1.45 per Common Share until 1:30 p.m. (Vancouver time) on April 9, 2027. In connection with the conversion of the Subscription Receipts, the Subscription Receipts have been halted and will be delisted from the TSX Venture Exchange (the "TSXV"). The over-allotment option granted by the Company to the underwriters in connection with the Offering has expired unexercised. The Company has applied to list the Warrants underlying the Subscription Receipts on the TSXV under the ticker symbol " and, upon receipt of approval for the listing of the Warrants, the Company will provide further details. The Company may accelerate the expiry of the Warrants if, at any time after the date that is four months after the closing of the Offering, the volume weighted average trading price of the Common Shares is equal to or greater than $2.90 for any 20 consecutive trading days. The Warrants will be governed by an amended and restated warrant indenture dated May 9, 2025, between the Company and Computershare Trust Company of Canada, as warrant agent. The net proceeds from the Private Placement, a portion of the amounts available under the Credit Facilities and the net proceeds from the Offering will be used to finance the cash portion of the purchase price for the Company's proposed acquisition (the "Acquisition") of 66% of the issued and outstanding shares of Serato Audio Research Limited ("Serato"), a global DJ Software Company based in Auckland, New Zealand. The Acquisition is expected to be completed imminently. The Convertible Debentures were sold pursuant to an agency agreement entered into among the Company and Canaccord Genuity Corp. and Roth Canada, Inc. dated May 12, 2025 and will be issued pursuant to a debenture indenture (the "Debenture Indenture") entered into between the Company and Computershare Trust Company of Canada (the "Debenture Trustee") dated as of the Closing Date. The Convertible Debentures will be convertible into Common Shares at the option of the holder at any time prior to the close of business on the earlier of: (i) the last business day immediately preceding the Maturity Date; and (ii) the last business day immediately preceding the date specified by the Company for redemption of the Convertible Debentures, in each case, at a conversion price of $1.50 per Common Share, subject to adjustment in certain circumstances (the "Conversion Price"). Assuming a Conversion Price of $1.50, the maximum number of Common Shares issuable on conversion of the Convertible Debentures is 24,066,667 Common Shares. At any time following the Closing Date, the Company will have the right to require the conversion of all of the principal amount of the then outstanding Convertible Debentures into Common Shares at the Conversion Price upon not more than 60 days' and not less than 30 days' notice in the event that the daily volume weighted average trading price of the Common Shares on the TSXV is greater than $3.00, subject to adjustment in accordance with the terms of the Debenture Indenture for any 20 consecutive trading days. On or after the second anniversary of the Closing Date, the Company will have the right to redeem the Convertible Debentures, in whole or in part (the "Redemption Right"). In the event that the Company exercises the Redemption Right, holders of Convertible Debentures will be entitled to receive the principal amount of the Convertible Debentures, plus accrued and unpaid interest to the date of redemption, plus an additional make-whole payment that is equal to the amount of interest that would be payable from the date of redemption to the Maturity Date multiplied by a make-whole factor of (i) 75% on or following the second anniversary of the Closing Date and before the third anniversary of the Closing Date, (ii) 50% on or following the third anniversary of the Closing Date and before the fourth anniversary of the Closing Date, and (iii) 25% on or following the fourth anniversary of the Closing Date and before the Maturity Date. Subject to regulatory approval, if prior to the second anniversary of the Closing Date, 10% or less of the aggregate principal amount of the Convertible Debentures remain outstanding, the Company shall have the right, but not the obligation, to redeem all of the outstanding Convertible Debentures at an aggregate redemption price equal to the principal amount of such Convertible Debentures plus accrued and unpaid interest thereon to, but excluding, the date of redemption plus an amount equal to the aggregate amount of all interest that would become payable prior to the Maturity Date. If, prior to the 18-month anniversary of the Closing Date, the Company acquires limited partnership interests of Tiny Fund 1 (Canada) LP having a value of at least $75,000,000, subject to a leverage test, the terms of the Convertible Debentures may be adjusted to provide that: (i) the rate of interest payable on the Convertible Debentures shall be reduced from 11.00% per annum to 10.00% per annum; and (ii) the initial Conversion Price shall be increased to $1.61. In addition, should the Company issue Common Shares in connection with the acquisition of limited partnership interests in Tiny Fund 1 (Canada) LP at an effective price that is less than $1.15 per Common Share, the Conversion Price shall be reduced to reflect the weighted average dilution of the Common Shares provided that in no event can the Conversion Price be less than $1.15 per Common Share. For further details of such mechanisms, please see the Debenture Indenture which will be filed on SEDAR+ at In connection with the Private Placement, the Company paid an agency fee of $1,444,000 to Canaccord Genuity Corp. and Roth Canada, Inc., representing 4.0% of the aggregate principal amount of the Convertible Debentures sold pursuant to the Private Placement. In addition, the Company paid arrangement fee of approximately $420,000 to an arm's length investor. The obligations of the Company under the Credit Facilities and the Convertible Debentures will be guaranteed by certain of the Company's subsidiaries, being Spin Acquisition Limited, Dribbble Holdings Ltd., Dribbble Holdings (US) Ltd., Meteor Software Holdings Ltd., Meteor Software Limited Partnership, Meteor Software (US) Ltd., MediaNet Solutions, Inc., Tiny Boards Limited Partnership, and Tiny Capital General Partner Ltd. (collectively, the "Guarantors") and security granted by the Company and the Guarantors, including: (i) a pledge of all of the issued and outstanding shares of each of the Guarantors held by the Company or other Guarantors; (ii) upon completion of the Company's proposed Acquisition of Serato, a pledge of the shares of Serato owned by Spin Acquisition Limited; and (iii) a security interest in substantially all of the assets of the Company and the Guarantors, but excluding the Company's interest in approximately 75% of the Company's shares in Beam Digital Ltd. and all its interest in WeCommerce Holdings Limited Partnership (collectively, the "Security"). The Debenture Trustee, on behalf of the holders of Convertible Debentures, has entered into an intercreditor and subordination agreement with the Bank of Nova Scotia. The Security granted in favour of the Debenture Trustee, on behalf of the holders of the Convertible Debentures, will rank subordinate to the Security securing the Credit Facilities. Each Convertible Debenture shall rank pari passu in right of payment of principal and interest with all other Convertible Debentures issued under the Private Placement. The securities issued pursuant to the Private Placement will be subject to a statutory four month hold period in accordance with applicable Canadian securities laws. About Tiny Tiny is a Canadian holding company that acquires wonderful businesses using a founder-friendly approach. It focuses on companies with unique competitive advantages, recurring or predictable revenue streams, and strong free cash flow generation. Tiny typically holds businesses for the long-term, with a parent-level focus on capital allocation, collaborative management and operations, and incentive structures within the operating companies to drive results for Tiny and its shareholders. Tiny operates across three principal reporting segments: Digital Services, delivering design and development solutions that help global companies build exceptional products; Software and Apps, offering industry-leading applications and themes that empower merchants in the Shopify ecosystem; and Creative Platform, featuring Dribbble, the premier social network for designers, alongside Creative Market, a marketplace for high-quality digital assets including fonts, graphics, and templates. For more information about Tiny, please visit or refer to the public disclosure documents available under Tiny's profile on SEDAR+ at Tiny Ltd. Contact:Mike McKennaChief Financial OfficerPhone: 416-938-0574Email: mike@ Cautionary Note Regarding Forward-Looking Information Certain statements in this press release may constitute forward-looking information or forward-looking statements (collectively, "forward-looking statements") that reflect management's current expectations, including statements regarding the Private Placement, the Credit Facilities, and the Acquisition. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as "anticipate", "believe", "plan", "forecast", "expect", "estimate", "predict", "intend", "would", "could", "if", "may" and similar expressions. This press release includes, among others, forward-looking statements regarding the Company's expectations regarding the expected use of the proceeds of the Private Placement, the Credit Facilities and the Subscription Receipts; the anticipated closing of the Acquisition, the listing of the Warrants, and the number of Common Shares issuable upon conversion of the Convertible Debentures. These statements reflect current expectations of management regarding future events and operating performance, and speak only as of the date of this press release. In addition, forward-looking statements are provided for the purpose of providing information about management's current expectations and plans relating to the future. Readers are cautioned that reliance on such information may not be appropriate for other purposes. By their nature, forward-looking statements require management to make assumptions and are subject to a number of inherent risks and uncertainties, many of which are beyond the Company's control. There is a significant risk that predictions, forecasts, conclusions or projections will not prove to be accurate, that management's assumptions may not be accurate and that actual results, performance or achievements may differ significantly from such predictions, forecasts, conclusions or projections expressed or implied by such forward-looking statements. We caution readers not to place undue reliance on the forward-looking statements in this press release as a number of factors could cause actual future results, conditions, actions or events to differ materially from the targets, outlooks, expectations, goals, estimates or intentions expressed in the forward-looking statements. These factors include, but are not limited to: general global economic, market and business conditions; governmental and regulatory requirements and actions by governmental authorities; relationships with employees, customers, business partners and competitors; and diversion of management time on the Acquisition. As a result of the foregoing, readers should not place undue reliance on the forward-looking information contained in this news release. For a more detailed discussion of certain of these risk factors, see the list of risk factors in the Company's Annual Information Form dated April 29, 2025 and in the Company's prospectus supplement dated April 2, 2025 to its short form base shelf prospectus dated September 29, 2023 which is available on SEDAR+ at under the Company's profile. Additional information about risks and uncertainties is contained in the other filings of the Company with securities regulators. The Company cautions that the foregoing list is not exhaustive of all possible factors, as other factors could adversely affect our results. When relying on our forward-looking statements to make decisions with respect to the Company and its securities, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. The Company does not intend, and disclaims any obligation, to update any forward-looking statements, whether written or oral, or whether as a result of new information or otherwise, except as may be required by law. 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. NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES. To view the source version of this press release, please visit
Yahoo
12-05-2025
- Business
- Yahoo
Tiny Announces Completion of Refinancing, Closing of Private Placement of $36.1 Million Principal Amount of Convertible Debentures and Conversion of Subscription Receipts
Victoria, British Columbia--(Newsfile Corp. - May 12, 2025) - Tiny Ltd. (TSXV: TINY) ("Tiny" or the "Company"), a Canadian technology holding company that acquires wonderful businesses for the long term, announced today that it has completed a refinancing with Roynat Capital Technology and Innovation Banking and has closed its previously announced private placement offering (the "Private Placement") of $36,100,000 aggregate principal amount of 11% secured convertible debentures due 2030, which includes $1,500,000 aggregate principal amount of Convertible Debentures comprising a partial exercise of over-allotment option (the "Convertible Debentures"). In connection with the refinancing, the Company has entered into a commitment letter with the Bank of Nova Scotia pursuant to which the Company will have access to an operating credit facility up to a maximum of $5,000,000 (the "Operating Facility") and a revolving facility up to a maximum of $25,000,000 (the "Revolving Facility" and, together with the Operating Facility, the "Credit Facilities"), although the available borrowing under the Credit Facilities is currently limited to $20,000,000 in aggregate under the Convertible Debenture covenants. The Credit Facilities will be secured by substantially all of the assets of the Company and certain subsidiaries of the Company, as further described below. In connection with the completion of the Private Placement, the Convertible Debentures were issued with an original issue discount of 7.5% for aggregate gross proceeds to the Company of $33,392,500. Each Convertible Debenture has a face value of $1,000 and was offered and sold at a price of $925 per Convertible Debenture. The Convertible Debentures will bear interest at a rate of 11.00% per annum from May 12, 2025 (the "Closing Date") and will mature on May 12, 2030 (the "Maturity Date"). On the Maturity Date, any outstanding principal amount of the Convertible Debentures plus any accrued and unpaid interest will be repaid by the Company in cash. In connection with the closing of the Private Placement and the refinancing, the escrow release conditions in respect of the subscription receipts issued in connection with the to the Company's "bought deal" public offering (the "Offering") that closed on April 9, 2025 (the "Subscription Receipts") were satisfied. Upon satisfaction of the escrow release conditions, the net proceeds of the Offering were released to the Company and each Subscription Receipt was automatically converted into one Class A common share of the Company (each, a "Common Share") and one-half of one Common Share purchase warrant (each whole warrant, a "Warrant"). In aggregate, 17,400,000 Common Shares and 8,700,000 Warrants were issued upon conversion of the Subscription Receipts. Each Warrant entitles the holder thereof to purchase one additional Common Share at an exercise price of $1.45 per Common Share until 1:30 p.m. (Vancouver time) on April 9, 2027. In connection with the conversion of the Subscription Receipts, the Subscription Receipts have been halted and will be delisted from the TSX Venture Exchange (the "TSXV"). The over-allotment option granted by the Company to the underwriters in connection with the Offering has expired unexercised. The Company has applied to list the Warrants underlying the Subscription Receipts on the TSXV under the ticker symbol " and, upon receipt of approval for the listing of the Warrants, the Company will provide further details. The Company may accelerate the expiry of the Warrants if, at any time after the date that is four months after the closing of the Offering, the volume weighted average trading price of the Common Shares is equal to or greater than $2.90 for any 20 consecutive trading days. The Warrants will be governed by an amended and restated warrant indenture dated May 9, 2025, between the Company and Computershare Trust Company of Canada, as warrant agent. The net proceeds from the Private Placement, a portion of the amounts available under the Credit Facilities and the net proceeds from the Offering will be used to finance the cash portion of the purchase price for the Company's proposed acquisition (the "Acquisition") of 66% of the issued and outstanding shares of Serato Audio Research Limited ("Serato"), a global DJ Software Company based in Auckland, New Zealand. The Acquisition is expected to be completed imminently. The Convertible Debentures were sold pursuant to an agency agreement entered into among the Company and Canaccord Genuity Corp. and Roth Canada, Inc. dated May 12, 2025 and will be issued pursuant to a debenture indenture (the "Debenture Indenture") entered into between the Company and Computershare Trust Company of Canada (the "Debenture Trustee") dated as of the Closing Date. The Convertible Debentures will be convertible into Common Shares at the option of the holder at any time prior to the close of business on the earlier of: (i) the last business day immediately preceding the Maturity Date; and (ii) the last business day immediately preceding the date specified by the Company for redemption of the Convertible Debentures, in each case, at a conversion price of $1.50 per Common Share, subject to adjustment in certain circumstances (the "Conversion Price"). Assuming a Conversion Price of $1.50, the maximum number of Common Shares issuable on conversion of the Convertible Debentures is 24,066,667 Common Shares. At any time following the Closing Date, the Company will have the right to require the conversion of all of the principal amount of the then outstanding Convertible Debentures into Common Shares at the Conversion Price upon not more than 60 days' and not less than 30 days' notice in the event that the daily volume weighted average trading price of the Common Shares on the TSXV is greater than $3.00, subject to adjustment in accordance with the terms of the Debenture Indenture for any 20 consecutive trading days. On or after the second anniversary of the Closing Date, the Company will have the right to redeem the Convertible Debentures, in whole or in part (the "Redemption Right"). In the event that the Company exercises the Redemption Right, holders of Convertible Debentures will be entitled to receive the principal amount of the Convertible Debentures, plus accrued and unpaid interest to the date of redemption, plus an additional make-whole payment that is equal to the amount of interest that would be payable from the date of redemption to the Maturity Date multiplied by a make-whole factor of (i) 75% on or following the second anniversary of the Closing Date and before the third anniversary of the Closing Date, (ii) 50% on or following the third anniversary of the Closing Date and before the fourth anniversary of the Closing Date, and (iii) 25% on or following the fourth anniversary of the Closing Date and before the Maturity Date. Subject to regulatory approval, if prior to the second anniversary of the Closing Date, 10% or less of the aggregate principal amount of the Convertible Debentures remain outstanding, the Company shall have the right, but not the obligation, to redeem all of the outstanding Convertible Debentures at an aggregate redemption price equal to the principal amount of such Convertible Debentures plus accrued and unpaid interest thereon to, but excluding, the date of redemption plus an amount equal to the aggregate amount of all interest that would become payable prior to the Maturity Date. If, prior to the 18-month anniversary of the Closing Date, the Company acquires limited partnership interests of Tiny Fund 1 (Canada) LP having a value of at least $75,000,000, subject to a leverage test, the terms of the Convertible Debentures may be adjusted to provide that: (i) the rate of interest payable on the Convertible Debentures shall be reduced from 11.00% per annum to 10.00% per annum; and (ii) the initial Conversion Price shall be increased to $1.61. In addition, should the Company issue Common Shares in connection with the acquisition of limited partnership interests in Tiny Fund 1 (Canada) LP at an effective price that is less than $1.15 per Common Share, the Conversion Price shall be reduced to reflect the weighted average dilution of the Common Shares provided that in no event can the Conversion Price be less than $1.15 per Common Share. For further details of such mechanisms, please see the Debenture Indenture which will be filed on SEDAR+ at In connection with the Private Placement, the Company paid an agency fee of $1,444,000 to Canaccord Genuity Corp. and Roth Canada, Inc., representing 4.0% of the aggregate principal amount of the Convertible Debentures sold pursuant to the Private Placement. In addition, the Company paid arrangement fee of approximately $420,000 to an arm's length investor. The obligations of the Company under the Credit Facilities and the Convertible Debentures will be guaranteed by certain of the Company's subsidiaries, being Spin Acquisition Limited, Dribbble Holdings Ltd., Dribbble Holdings (US) Ltd., Meteor Software Holdings Ltd., Meteor Software Limited Partnership, Meteor Software (US) Ltd., MediaNet Solutions, Inc., Tiny Boards Limited Partnership, and Tiny Capital General Partner Ltd. (collectively, the "Guarantors") and security granted by the Company and the Guarantors, including: (i) a pledge of all of the issued and outstanding shares of each of the Guarantors held by the Company or other Guarantors; (ii) upon completion of the Company's proposed Acquisition of Serato, a pledge of the shares of Serato owned by Spin Acquisition Limited; and (iii) a security interest in substantially all of the assets of the Company and the Guarantors, but excluding the Company's interest in approximately 75% of the Company's shares in Beam Digital Ltd. and all its interest in WeCommerce Holdings Limited Partnership (collectively, the "Security"). The Debenture Trustee, on behalf of the holders of Convertible Debentures, has entered into an intercreditor and subordination agreement with the Bank of Nova Scotia. The Security granted in favour of the Debenture Trustee, on behalf of the holders of the Convertible Debentures, will rank subordinate to the Security securing the Credit Facilities. Each Convertible Debenture shall rank pari passu in right of payment of principal and interest with all other Convertible Debentures issued under the Private Placement. The securities issued pursuant to the Private Placement will be subject to a statutory four month hold period in accordance with applicable Canadian securities laws. About Tiny Tiny is a Canadian holding company that acquires wonderful businesses using a founder-friendly approach. It focuses on companies with unique competitive advantages, recurring or predictable revenue streams, and strong free cash flow generation. Tiny typically holds businesses for the long-term, with a parent-level focus on capital allocation, collaborative management and operations, and incentive structures within the operating companies to drive results for Tiny and its shareholders. Tiny operates across three principal reporting segments: Digital Services, delivering design and development solutions that help global companies build exceptional products; Software and Apps, offering industry-leading applications and themes that empower merchants in the Shopify ecosystem; and Creative Platform, featuring Dribbble, the premier social network for designers, alongside Creative Market, a marketplace for high-quality digital assets including fonts, graphics, and templates. For more information about Tiny, please visit or refer to the public disclosure documents available under Tiny's profile on SEDAR+ at Tiny Ltd. Contact:Mike McKennaChief Financial OfficerPhone: 416-938-0574Email: mike@ Cautionary Note Regarding Forward-Looking Information Certain statements in this press release may constitute forward-looking information or forward-looking statements (collectively, "forward-looking statements") that reflect management's current expectations, including statements regarding the Private Placement, the Credit Facilities, and the Acquisition. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as "anticipate", "believe", "plan", "forecast", "expect", "estimate", "predict", "intend", "would", "could", "if", "may" and similar expressions. This press release includes, among others, forward-looking statements regarding the Company's expectations regarding the expected use of the proceeds of the Private Placement, the Credit Facilities and the Subscription Receipts; the anticipated closing of the Acquisition, the listing of the Warrants, and the number of Common Shares issuable upon conversion of the Convertible Debentures. These statements reflect current expectations of management regarding future events and operating performance, and speak only as of the date of this press release. In addition, forward-looking statements are provided for the purpose of providing information about management's current expectations and plans relating to the future. Readers are cautioned that reliance on such information may not be appropriate for other purposes. By their nature, forward-looking statements require management to make assumptions and are subject to a number of inherent risks and uncertainties, many of which are beyond the Company's control. There is a significant risk that predictions, forecasts, conclusions or projections will not prove to be accurate, that management's assumptions may not be accurate and that actual results, performance or achievements may differ significantly from such predictions, forecasts, conclusions or projections expressed or implied by such forward-looking statements. We caution readers not to place undue reliance on the forward-looking statements in this press release as a number of factors could cause actual future results, conditions, actions or events to differ materially from the targets, outlooks, expectations, goals, estimates or intentions expressed in the forward-looking statements. These factors include, but are not limited to: general global economic, market and business conditions; governmental and regulatory requirements and actions by governmental authorities; relationships with employees, customers, business partners and competitors; and diversion of management time on the Acquisition. As a result of the foregoing, readers should not place undue reliance on the forward-looking information contained in this news release. For a more detailed discussion of certain of these risk factors, see the list of risk factors in the Company's Annual Information Form dated April 29, 2025 and in the Company's prospectus supplement dated April 2, 2025 to its short form base shelf prospectus dated September 29, 2023 which is available on SEDAR+ at under the Company's profile. Additional information about risks and uncertainties is contained in the other filings of the Company with securities regulators. The Company cautions that the foregoing list is not exhaustive of all possible factors, as other factors could adversely affect our results. When relying on our forward-looking statements to make decisions with respect to the Company and its securities, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. The Company does not intend, and disclaims any obligation, to update any forward-looking statements, whether written or oral, or whether as a result of new information or otherwise, except as may be required by law. 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. NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES. 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Cision Canada
12-05-2025
- Business
- Cision Canada
Canadian Investment Regulatory Organization Trading Halt - TINY.R Français
VANCOUVER, BC, May 12, 2025 /CNW/ - The following issues have been halted by CIRO Company: Tiny Ltd. TSX-Venture Symbol: TINY.R All Issues: No Reason: Pending Delisting Halt Time (ET): 7:38 AM CIRO can make a decision to impose a temporary suspension (halt) of trading in a security of a publicly-listed company. Trading halts are implemented to ensure a fair and orderly market. CIRO is the national self-regulatory organization which oversees all investment dealers and trading activity on debt and equity marketplaces in Canada. SOURCE Canadian Investment Regulatory Organization (CIRO) – Halts/Resumptions For further information about CIRO's trading halt policy, please see Trading Halts & Timely Disclosure at under the Markets tab. Please note that CIRO staff cannot provide any information about a specific halt beyond what is contained in this halt notice. For general information about CIRO, contact CIRO's Complaints & Inquiries team by submitting a Secure Form located on our contact page at or dialing 1-877-442-4322 (Option 1). For company-related enquiries, please contact the company directly.
Yahoo
06-05-2025
- Business
- Yahoo
Tiny to Announce Financial Results and Host Investor Call for Q1 2025
Victoria, British Columbia--(Newsfile Corp. - May 6, 2025) - Tiny Ltd (TSXV: TINY) ("Tiny" or "the "Company"), a Canadian technology holding company, today announced that it will report its financial results for the period ended March 31, 2025, before market open on Thursday, May 15, 2025. The Company will subsequently hold a conference call to provide a business update on Thursday, May 15, 2025, at 8:00 a.m. ET. The call will be hosted by: Jordan Taub, CEO Mike McKenna, CFO A question & answer session will follow the business update. Conference Call Details Date: Thursday, May 15, 2025 Time: 8:00 am ET Dial-in Numbers: Canada (Local): +1 226 828 7575 Canada (Toll-Free): +1 833 950 0062 United States (Local): +1 404 975 4839 United States (Toll-Free): +1 833 470 1428 Access Code: 983306 This live call is also being webcast and can be accessed by going to: An archived telephone replay of the call will be available for one week following the call by dialing +1 866 813 9403 and entering access code 685984 followed by the # key. 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. About Tiny Tiny acquires businesses using a founder-friendly approach, while focusing on valuation, recurring revenues, and free cash flow potential. The Company expects to hold businesses for the long-term, with a parent-level focus on capital allocation, collaborative management and operations, and incentive structures within the operating companies to drive results for Tiny and its shareholders. Tiny currently has three principle reporting segments: Digital Services, which help some of the world's top companies design, build and ship amazing products and services; Software and Apps, which is home to leading applications and themes powering forward-thinking merchants worldwide, primarily in the Shopify ecosystem; and Creative Platform, which is composed primarily of Dribbble, the social network for designers and digital creatives, as well as Creative Market, a premier online marketplace for digital assets such as fonts, graphics and templates. For more about Tiny, please visit or refer to the public disclosure documents available under Tiny's SEDAR profile on SEDAR+ at Company Contact: Mike McKenna Chief Financial Officer Phone: 416-938-0574 Email: mike@ To view the source version of this press release, please visit
