0001062993-26-001921
SEC filingGreenPower Motor Company Inc. exchanged term loans from related parties into 1,200 Series B convertible preferred shares on March 31, 2026, increasing shareholder's equity through a related-party transaction exempt from formal valuation and minority approval requirements.
GreenPower Motor Company Inc. completed a significant related-party financing transaction on March 31, 2026, converting term loans from entities controlled by CEO and Chairman Fraser Atkinson into Series B convertible preferred shares. The transaction involved exchanging CDN$1,581,750 in loans for 1,200 preferred shares with a stated value of US$1,200,000 and a purchase price of US$1,140,000. This debt-to-equity conversion is designed to improve the company's financial position by increasing shareholder's equity, with independent directors determining the company was facing financial difficulty and that the terms were reasonable. The preferred shares carry a 9% annual dividend and are convertible into common shares at US$1.975 per share, representing a conversion premium of 105% of the stated value. The transaction is structured as a related-party transaction under MI 61-101 but is exempt from formal valuation and minority approval requirements under Sections 5.5(g) and 5.7(e) of that instrument. The board approved the transaction with Fraser Atkinson abstaining from voting, and no special committee was established. The securities are subject to a four-month plus one day statutory hold period. The transaction significantly increases Fraser Atkinson's diluted ownership stake from 64.09% to 66.10%, further consolidating his control over the company while providing financial relief through the conversion of debt to equity.