MONTREAL, Sept. 20, 2023 (GLOBE NEWSWIRE) -- Mr. Philip Fayer, Founder, Chief Executive Officer and Chairman of Nuvei Corporation (“Nuvei” or the “Issuer”), filed today an early warning report with respect to his holdings of subordinate voting shares (the “Subordinate Voting Shares”) of Nuvei, as required by applicable securities laws.
On September 19, 2023, Mr. Fayer acquired 22,151 Subordinate Voting Shares pursuant to the settlement of 22,151 vested RSUs (the “Settlement”).
Immediately prior to completion of the Settlement, Mr. Fayer held beneficial ownership of, or had control or direction over, directly or indirectly, (i) 27,857,328 multiple voting shares in the capital of the Issuer (the “Multiple Voting Shares”) (representing 36.62% of the issued and outstanding Multiple Voting Shares), (ii) nil Subordinate Voting Shares, (iii) equity awards (collectively, with all related dividend equivalents thereto, the “Equity Awards”), to acquire up to 3,439,259 Subordinate Voting Shares (217,609 of which were or would be vested and exercisable or settled within 60 days) (the “Vested Equity Awards”). Each Multiple Voting Share represents 10 votes and is convertible into a Subordinate Voting Share on a one-for-one basis at any time in accordance with its terms.
Immediately following completion of the Settlement, 22,151 Subordinate Voting Shares, representing 0.035% of the issued and outstanding Subordinate Voting Shares, were issued to Mr. Fayer, and Mr. Fayer now holds beneficial ownership of, or has control or direction over, directly or indirectly, (i) 27,857,328 Multiple Voting Shares (representing 36.62% of the issued and outstanding Multiple Voting Shares), (ii) 22,151 Subordinate Voting Shares (representing 0.035% of the issued and outstanding Subordinate Voting Shares), (iii) Equity Awards to acquire up to 3,417,108 Subordinate Voting Shares (including 195,458 Vested Equity Awards).
Immediately prior to and following completion of the Settlement, the securities of the Issuer beneficially owned, or over which control or direction is exercised, directly or indirectly, by Mr. Fayer represented approximately 30.8% of the issued and outstanding Subordinate Voting Shares, on a partially-diluted basis, assuming that only the Vested Equity Awards and the Multiple Voting Shares beneficially owned, or over which control or direction is exercised, directly or indirectly, by Mr. Fayer are converted, exercised or settled, as applicable, into Subordinate Voting Shares in accordance with their terms.
The securities are held for investment purposes. Mr. Fayer has a long-term view of the investment and may explore from time to time a variety of alternatives, and in the future take such actions in respect of his investment in the Issuer as he may deem appropriate in light of the circumstances then existing, including increasing or decreasing his direct or indirect beneficial ownership, or control or direction over, securities of the Issuer through open market purchases, privately negotiated transactions or otherwise, the whole depending on relevant factors and conditions including, without limitation, general market, economic and industry conditions, the business, financial condition and prospects of the Issuer, reformulation of plans, estate planning, investment diversification and charitable giving purposes.
For further information or to obtain a copy of the early warning report filed by Mr. Fayer (which is available under Nuvei’s SEDAR+ profile at www.sedarplus.ca), please contact:
Chris Mammone
Head of Investor Relations
Nuvei Corporation
IR@nuvei.com
310.654.4212
