The Article 6 Marital Trust Created Under The Jerry Zucker Revocable Trust to purchase shares of Titan Logix Corp.
June 4, 2016
NORTH CHARLESTON, SC – The Article 6 Marital Trust created under the First Amended and Restated Jerry Zucker Revocable Trust dated 4-2-07 (the “Trust”) announces that it has now closed its purchase of 2,307,692 common shares of Titan Logix Corp. (“Titan”) by way of private placement at a price of$0.65 entered into in connection with its settlement agreement with Titan dated April 7, 2016 (the “Settlement Agreement”).
The Trust currently holds 7,194,792 common shares, or approximately 25.4% of the issued and outstanding common shares of Titan.
As previously announced, under the terms of the Settlement Agreement, the Trust shall have the right to nominate two members (the “Trust Nominees”) of the Titan board (the “Trust Nomination Rights”). The Trust Nomination Rights will expire either at the date that is 60 days prior to the date of the 2018 annual general meeting (the “2018 AGM”) or if the Trust does not contest management’s director nominees for the 2018 AGM, immediately after the 2018 AGM. The Trust has agreed to support and vote in favour of management’s director nominees until the date that is 60 days prior to the date of the 2018 AGM and agreed to a three year standstill that, among other things, prevents the Trust from increasing its holding in Titan above 30% during the term of the standstill.
The common shares of Titan were acquired for investment purposes. The detailed terms of the settlement can be found in the Settlement Agreement, a copy of which has been filed on SEDAR at www.sedar.com under Titan’s profile.
