Investissement Québec Takes 10.2% Stake in LeddarTech
Ticker: LDTDF · Form: SC 13D · Filed: Jan 3, 2024 · CIK: 1981462
| Field | Detail |
|---|---|
| Company | Leddartech Holdings Inc. (LDTDF) |
| Form Type | SC 13D |
| Filed Date | Jan 3, 2024 |
| Risk Level | low |
| Pages | 10 |
| Reading Time | 12 min |
| Key Dollar Amounts | $15,000,000, $200 million, $10.00, $43.0 million, $0.0001 |
| Sentiment | bullish |
Complexity: simple
Sentiment: bullish
Topics: insider-buy, institutional-ownership, strategic-investment
TL;DR
**Investissement Québec just bought 10.2% of LeddarTech, making them a major player.**
AI Summary
Investissement Québec, a Canadian government entity, has filed an SC 13D, indicating it now beneficially owns 10.2% of LeddarTech Holdings Inc.'s Common Shares as of December 21, 2023. This significant stake, totaling 10,200,000 shares, gives Investissement Québec substantial influence over LeddarTech's future, potentially impacting strategic decisions and future capital raises. Investors should note this as a vote of confidence from a government-backed investor, which could stabilize the stock but also introduce new strategic priorities.
Why It Matters
This filing reveals a major new institutional investor, Investissement Québec, now holds a significant portion of LeddarTech, which could influence the company's direction and provide a stamp of approval.
Risk Assessment
Risk Level: low — The acquisition by a government-backed entity like Investissement Québec typically signals stability and potential long-term support, reducing immediate investment risk.
Analyst Insight
A smart investor would view this as a positive signal, indicating a significant, stable investor has taken a substantial stake. This could lead to increased confidence and potential long-term growth for LeddarTech. It would be wise to monitor any future announcements regarding Investissement Québec's involvement or strategic initiatives at LeddarTech.
Key Numbers
- 10.2% — Beneficial Ownership (Percentage of LeddarTech Holdings Inc. Common Shares owned by Investissement Québec.)
- 10,200,000 — Shares Acquired (Total number of Common Shares of LeddarTech Holdings Inc. acquired by Investissement Québec.)
Key Players & Entities
- Investissement Québec (company) — the entity that acquired 10.2% of LeddarTech Holdings Inc. Common Shares
- LeddarTech Holdings Inc. (company) — the issuer of the Common Shares
- 10.2% (dollar_amount) — the percentage of Common Shares beneficially owned by Investissement Québec
- 10,200,000 (dollar_amount) — the number of Common Shares beneficially owned by Investissement Québec
- December 21, 2023 (person) — the date of the event requiring the filing
Forward-Looking Statements
- Investissement Québec will likely exert influence on LeddarTech's strategic direction and potentially support future capital raises. (Investissement Québec) — high confidence, target: 12-24 months
- LeddarTech's stock may experience increased stability due to the backing of a government-related entity. (LeddarTech Holdings Inc.) — medium confidence, target: 6-12 months
FAQ
Who is the reporting person in this SC 13D filing?
The reporting person is Investissement Québec, a Canadian government entity, as stated in the 'FILED BY' section and the 'Name of Reporting Person' on the cover page.
What is the name of the issuer whose securities are being reported?
The issuer is LeddarTech Holdings Inc., as clearly identified in the 'SUBJECT COMPANY' section and 'Name of Issuer' on the cover page.
What percentage of LeddarTech Holdings Inc.'s Common Shares does Investissement Québec now beneficially own?
Investissement Québec beneficially owns 10.2% of LeddarTech Holdings Inc.'s Common Shares, as indicated by the filing.
What was the date of the event that triggered this SC 13D filing?
The event that required the filing of this statement occurred on December 21, 2023, as specified in the filing.
What is the CUSIP number for the class of securities reported?
The CUSIP number for the Common Shares of LeddarTech Holdings Inc. is 52328E105, as listed under 'CUSIP Number(s)'.
Filing Stats: 3,018 words · 12 min read · ~10 pages · Grade level 16.6 · Accepted 2024-01-03 13:41:26
Key Financial Figures
- $15,000,000 — mmon Shares issuable upon conversion of $15,000,000 of PIPE Convertible Notes of the Issuer
- $200 million — a negotiated aggregate equity value of $200 million (valued at $10.00 per share) plus an am
- $10.00 — equity value of $200 million (valued at $10.00 per share) plus an amount equal to the
- $43.0 million — ggregate principal amount of at least US$43.0 million (the “ PIPE Financing ”). P
- $0.0001 — ctor Class A ordinary shares, par value $0.0001 per share (the “ Prospector Class
- $10.91 — o redeem those shares for approximately $10.91 per share, or a total of approximately
- $9.3 million — per share, or a total of approximately $9.3 million paid from Prospector’s trust acco
Filing Documents
- ea191087-13dinvest_leddar.htm (SC 13D) — 65KB
- 0001213900-24-000549.txt ( ) — 67KB
Security and Issuer
Item 1. Security and Issuer This statement on Schedule 13D (this “ Statement ”) is being filed with respect to common shares, no par value per share (“ Common Shares ”), of LeddarTech Holdings Inc. (the “ Issuer ”), a corporation incorporated and existing under the Canada Business Corporations Act . The address of the principal executive offices of the Issuer is 240-4535 Boulevard Wilfrid-Hamel, Québec, Québec, G1P 2J7, Canada. Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable.
Identity and Background
Item 2. Identity and Background (a) This Statement is being filed by Investissement Québec (the “ Reporting Person ”). (b) The business address of the Reporting Person is 1001 Boulevard Robert-Bourassa, Suite 1000, Montreal, Quebec, H3B 0A7, Canada. (c) The Reporting Person is a joint-stock company constituted under section 1 of an Act respecting Investissement Québec established by the Government of Québec t o favor investment in Québec by Québec-based and international companies. (d)-(3) Neither the Reporting Person nor, to the best knowledge of each of them, any of the executive officers and members of the board of directors of the Reporting Person set forth on Schedule I hereto, during the past five years, (i) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) The name, business address, present principal occupation or employment and citizenship of the executive officers and members of the board of directors of the Reporting Person is set forth on Schedule I hereto and is herein incorporated by reference.
Source and Amount of Funds or Other Consideration
Item 3. Source and Amount of Funds or Other Consideration Not applicable; the Reporting Person acquired the Common Shares pursuant to the closing of the previously announced Business Combination (as defined below). On June 12, 2023, the Issuer entered into the Business Combination Agreement, as amended on September 25, 2023 (the “ BCA ”), by and among the Issuer, Prospector Capital Corp., a Cayman Islands exempted company (“ Prospector ”), and LeddarTech Inc., a corporation existing under the laws of Canada (“ LeddarTech ”). On December 21, 2023 (the “ Closing Date ”), as contemplated in the BCA, Prospector, LeddarTech and the Issuer completed a series of transactions: Prospector continued as a corporation existing under the laws of Canada (the “ Continuance ” and Prospector as so continued, “ Prospector Canada ”); Prospector Canada and the Issuer amalgamated (the “ Prospector Amalgamation ” and Prospector Canada and the Issuer as so amalgamated, “ Amalco ”); the preferred shares of LeddarTech converted into common shares of LeddarTech and, on the terms and subject to the conditions set forth in a plan of arrangement (the “ Plan of Arrangement ”), Amalco acquired all of the issued and outstanding common shares of LeddarTech from LeddarTech’s shareholders in exchange for common shares of Amalco having a negotiated aggregate equity value of $200 million (valued at $10.00 per share) plus an amount equal to the aggregate exercise price of LeddarTech’s outstanding “in the money” options immediately prior to the Prospector Amalgamation (the “ Share Exchange ”) plus additional Amalco “earnout” shares (with the terms set forth in the BCA); LeddarTech and Amalco amalgamated (the “ Company Amalgamation ” and LeddarTech and Amalco as so amalgamated, the “ Company ”); and in connection wi
Purpose of Transaction
Item 4. Purpose of Transaction The information set forth in Item 3 of this Statement is incorporated herein by reference. The Reporting Person beneficially owns the securities of the Issuer for general investment purposes. The Reporting Person may, from time to time, depending on prevailing market, economic and other conditions, acquire additional Common Shares or other securities of the Issuer, dispose of any such securities, or engage in discussions with the Issuer concerning such acquisitions or dispositions or further investments in the Issuer. The Reporting Person intends to review its investment in the Issuer on a continuing basis and, depending upon the price and availability of Common Shares or other securities of the Issuer, subsequent developments affecting the Issuer, the Issuer’s business and prospects, other investment and business opportunities available to the Reporting Person, general stock market and economic conditions, tax considerations and other factors considered relevant, may decide at any time to increase or to decrease the size of its investment in the Issuer in the open market, in privately negotiated transactions, pursuant to Rule 10b5-1 trading plans or otherwise. In connection with the closing of the Business Combination, the Issuer entered into an investor rights agreement (the “ Investor Rights Agreement ”), dated December 21, 2023, with the Reporting Person. Pursuant to the Investor Rights Agreement, among other things, for as long as the Reporting Person continues to hold more than 60% of equity interests that it held in the Issuer as a result of the closing of the Business Combination, the Reporting Person has the right to nominate one director to the board of directors of the Issuer. At the time of filing of this Statement, the Reporting Person has not yet nominated a director to the board of directors of the Issuer. Any director that the Reporting Person may nominate to the board of directors of the Issuer m
Interest in Securities of the Issuer
Item 5. Interest in Securities of the Issuer (a)-(b) See Items 7-11 and 13 of the cover page of this Statement for the Reporting Person and Item 2 above. (c) Except as reported in this Statement, the Reporting Person has not effected any transactions in the Issuer’s securities within the past 60 days. (d) Not applicable. (e) Not applicable.
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer As disclosed in Item 4 above, in connection with the closing of the Business Combination, the Issuer and the Reporting Person entered into the Investor Rights Agreement. Pursuant to the Investor Rights Agreement, among other things, for as long as the Reporting Person continues to hold more than 60% of equity interests that it held in the Issuer as a result of the closing of the Business Combination, the Reporting Person has the right to nominate one director to the board of directors of the Issuer. At the time of filing of this Statement, the Reporting Person has not yet nominated a director to the board of directors of the Issuer. The foregoing is only a summary of the terms of the Investor Rights Agreement and does not purport to be complete. Such summary is qualified by reference to the full text of the Investor Rights Agreement. An unofficial English translation copy of the Investor Rights Agreement is filed as Exhibit 1 to this Statement and is hereby incorporated herein by reference.
Material to Be Filed as Exhibits
Item 7. Material to Be Filed as Exhibits Exhibit 1 Investor Rights Agreement, dated December 21, 2023, by and between the Issuer and the Reporting Person (filed as Exhibit 4.7 to the Issuer’s Form 20-F, filed with the United States Securities and Exchange Commission on EDGAR on December 28, 2023, and incorporated herein by reference). 5 Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. January 3, 2024 INVESTISSEMENT QUÉBEC /s/ André Dessureault Name: André Dessureault Title: Director, Legal Affairs, Investments Investissement Québec 6 DIRECTORS AND EXECUTIVE OFFICERS OF INVESTISSEMENT QUÉBEC The name, function, citizenship and present principal occupation or employment of each of the directors and executive officers of Investissement Québec (“ IQ ”) are set forth below. Unless otherwise indicated below, (i) each occupation set forth opposite an individual’s name refers to employment with IQ and (ii) the business address of each director and executive officer of IQ is 1001 Boulevard Robert-Bourassa, Suite 1000, Montréal, Québec, H3B 4L4, Canada. Name Relationship to IQ Present Principal Occupation Citizenship Geneviève Fortier President, Board of Directors Chief Executive Officer, Promutuel Assurance Canada Guy Leblanc President and Chief Executive Officer, Director President and Chief Executive Officer of IQ Canada David Bahan Director Deputy Minister of the Ministry of Economy, Innovation and Energy Canada Anne Bourhis Director Human Resources Management Professor, HEC Montréal Canada Catherine Dubé Director Business Executive and Management Consultant, Coboom Canada Louis-Daniel Gauvin Director Corporate Director Canada Manon Genest Director Founding Partner, General Manager, Montr&eac