Joint Early Warning Reporting of Holdings in Highmark


MISSISSAUGA, Ontario, Jan. 07, 2022 (GLOBE NEWSWIRE) — This news release is jointly issued by Dr. Sanjeev Sharma, the Chief Executive Officer and a Director of Highmark Interactive Inc. (“Highmark”), Sunil Sharma, Vice-President, Corporate Development, Corporate Secretary and a Director of Highmark, and the Francis Family Trust (the “Trust”), an arm’s-length shareholder of Highmark pursuant to the early warning requirements of National Instrument 62-104 – Take-Over Bids and Issuer Bids of the Canadian Securities Administrators (“NI 62-104”). Dr. Sharma, Sunil Sharma, and the Trust are collectively referred to herein as the “Acquirors”.

Following the reverse take-over qualifying transaction involving Highmark (formerly Stormcrow Holdings Corp.), Highmark Innovations Inc. and 2845009 Ontario Inc. completed November 15, 2021 (the “Qualifying Transaction”), each of the Acquirors, together with related entities over which they exercise control, beneficially owns or controls more than 10% of the outstanding common shares in the capital of Highmark (“Shares”). None of the Acquirors owned or controlled any securities of Stormcrow Holdings Corp. prior to completion of the Qualifying Transaction. The Qualifying Transaction is described in detail in Highmark’s filing statement dated November 4, 2021, and available under Highmark’s profile on SEDAR at www.sedar.com.

Dr. Sanjeev Sharma, Chief Executive Officer and Director

Dr. Sharma controls 4,977,662 Shares, comprising 4,865,803 Shares held by the Sanjeev Sharma Family Trust, a trust of which Dr. Sharma is a trustee, and 111,858 Shares held by Dr. Sanjeev Sharma Professional Medicine Corporation, a corporation which Dr. Sharma controls. The Sanjeev Sharma Family Trust and Dr. Sanjeev Sharma Professional Medicine Corporation are referred to herein as the “Sanjeev Sharma Related Entities”. The 4,977,662 Shares Dr. Sharma controls represent 12.43% of the outstanding Shares.

Dr. Sharma also owns 518,869 options exercisable to purchase Shares (“Options”) and 90,989 warrants exercisable to purchase Shares (“Warrants”). If Dr. Sharma exercises the Options and Warrants he owns, he will have beneficial ownership or control over 5,587,520 Shares, representing 13.75% of the 40,641,768 outstanding Shares calculated on a partially diluted basis.

Sunil Sharma, Vice-President, Corporate Development, Corporate Secretary and Director

Mr. Sunil Sharma controls 4,933,399 Shares, comprising 4,865,803 Shares held by the Sunil Sharma Family Trust, a trust of which Sunil Sharma is a trustee and 67,596 Shares held by Canadatrade Corp., a corporation which Sunil Sharma controls. The Sunil Sharma Family Trust and Canadatrade Corp., are referred to herein as the “Sunil Sharma Related Entities”. The 4,933,399 Shares Mr. Sunil Sharma controls represent 12.32% of the outstanding Shares.

Mr. Sunil Sharma also owns 332,540 Options and 44,806 Warrants. If Mr. Sunil Sharma exercises the Options and Warrants he owns, he will have beneficial ownership or control over 5,300,745 Shares, representing 13.14% of the 40,410,156 outstanding Shares calculated on a partially diluted basis.

The Trust

The Trust owns 4,865,803 Shares representing 12.15% of the outstanding Shares.

None of the Acquirors, the Sanjeev Sharma Related Entities, or the Sunil Sharma Related Entities has any current plans or future intentions which relate to or would result in any of the events, transactions or circumstances enumerated in paragraphs (a) – (k) in the early warning reports respectively filed by the Acquirors concurrently with this joint news release (the “Early Warning Reports”).

Any of the Acquirors, the Sanjeev Sharma Related Entities, or the Sunil Sharma Related Entities may, from time to time and at any time, acquire or dispose of additional Shares and/or other equity, debt or other securities or instruments (collectively, “Securities”) of Highmark in the open market or otherwise, and engage in similar transactions with respect to the Securities, depending on market conditions, the business and prospects of Highmark and other relevant factors.

Highmark has a virtual head office with a mailing address at 602-115 George St., Oakville, Ontario, L6J 0A2.

For further information please refer to the Early Warning Reports respectively filed by each Acquiror posted on Highmark’s SEDAR profile at www.sedar.com or which may be obtained by contacting the Acquirors c/o Highmark at 905 902-4384.

Dr Sanjeev Sharma Sunil Sharma



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