CUSIP
No. 68230A 106
|
13D
|
Page
2 of 8 Pages
|
1
|
NAMES
OF REPORTING PERSONS.
Working
Opportunity Fund (EVCC) Ltd.
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
[ ]
(b)
[ ]
|
||
3
|
SEC
USE ONLY
|
||
4
|
SOURCE
OF FUNDS (SEE INSTRUCTIONS)
OO
|
||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
|
||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Canada
|
||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
shares
|
|
8
|
SHARED
VOTING POWER
363,477
shares
|
||
9
|
SOLE
DISPOSITIVE POWER
0
shares
|
||
10
|
SHARED
DISPOSITIVE POWER
363,477
shares
|
||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
363,477
shares
|
||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.6%
|
||
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
|
CUSIP
No. 68230A 106
|
13D
|
Page 3
of 8 Pages
|
1
|
NAMES
OF REPORTING PERSONS.
GrowthWorks
Capital Ltd.
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
[ ]
(b)
[ ]
|
||
3
|
SEC
USE ONLY
|
||
4
|
SOURCE
OF FUNDS (SEE INSTRUCTIONS)
OO
|
||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
|
||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Canada
|
||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
shares
|
|
8
|
SHARED
VOTING POWER
363,477
shares
|
||
9
|
SOLE
DISPOSITIVE POWER
0
shares
|
||
10
|
SHARED
DISPOSITIVE POWER
363,477
shares
|
||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
363,477
shares
|
||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.6%
|
||
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
|
|
(c)
|
Not
applicable.
|
|
(d)
|
In
connection with the Business Combination, the board of directors of the
Issuer was increased from five to seven directors, two directors resigned
and three new directors were appointed to the board, including Patrick R.
Brady, Vice President, Investments, of
GrowthWorks.
|
|
(e)
|
Other
than as a result of the Business Combination, not
applicable.
|
|
(f)
|
Other
than as a result of the Business Combination, not
applicable.
|
|
(g)
|
Other
than as a result of the Business Combination, not
applicable.
|
|
(h)
|
Not
applicable.
|
|
(i)
|
Not
applicable.
|
|
(j)
|
Not
applicable.
|
(a)
|
WOF
is the record owner of the Record Shares (i.e., 363,477 shares of Common
Stock). As the investment manager of WOF, GrowthWorks may be
deemed to beneficially own the Record Shares. Each of the
Reporting Persons expressly disclaims beneficial ownership of the Record
Shares, except any
|
|
shares
in which they have an actual pecuniary interest. None of the
individuals listed on Schedule A owns any shares of Common Stock of the
Issuer.
|
(b)
|
Number
of shares as to which such person
has:
|
(c)
|
Other
than as a result of the Business Combination, not
applicable.
|
(d)
|
Not
applicable.
|
(e)
|
Not
Applicable.
|
|
Other
than as described in this Schedule 13D or as set forth in or contemplated
by the Arrangement Agreement and the Escrow Agreement which are filed as
Exhibits 7.02 and 7.03 hereto and which are incorporated herein by
reference, to the knowledge of the Reporting Persons, there are no
contracts, arrangement, understandings or relationships among the persons
named in Item 2 or set forth in Schedule A and between such persons and
any person with respect to any securities of the Issuer, including but not
limited to transfer or voting of any of the securities, finder’s fees,
joint ventures, loan or option arrangements, puts or calls, guarantees of
profits, division of profits or loss, or the giving or withholding of
proxies.
|
WORKING
OPPORTUNITY FUND (EVCC) LTD.
By:
Clint Matthews, its Chief Financial Officer
By: /s/
Clint
Matthews
|
GROWTHWORKS
CAPITAL LTD.
By:
David Levi, its Chief Executive Officer
By: /s/
David
Levi
|
Name
& Place of Residence
|
Office
|
Principal Occupation
|
Citizenship
|
Susan
Alley,
North
Vancouver, BC
|
Director
|
Vice-President,
Human Resources, Open Solutions Canada Inc.
|
Canadian
|
Raymond
Castelli,
Vancouver,
BC
|
Director
|
President,
NaiKun Wind Development Corporation
|
Canadian
|
Jill
Donaldson,
Vancouver,
BC
|
Secretary
|
Senior
member, Irwin, White & Jennings law firm
|
Canadian
|
David
Levi,
Vancouver,
BC
|
Director
and President
|
President,
GrowthWorks Capital Ltd.
|
Canadian
|
Dr.
Julia G. Levy,
Vancouver,
BC
|
Director
|
Executive
Chairman, Scientific Advisory Board, QLT Inc. (biotechnology
company)
|
Canadian
|
Clint
Matthews,
Coquitlam,
BC
|
CFO
|
Vice-President,
Finance and Chief Financial Officer of GrowthWorks Capital
Ltd.
|
Canadian
|
Lori
Mayhew,
Delta,
BC
|
Director
|
Adjuster,
Insurance Corporation of British Columbia; Secretary-Treasurer, Canadian
Office and Professional Employees’ Union, Local 378ins
|
Canadian
|
Kenneth
Neumann,
Richmond,
BC
|
Director
|
Director,
United Steelworkers, District 3
|
Canadian
|
Cindy
Oliver,
Burnaby,
BC
|
Director
|
President,
Federation of Post-Secondary Educators of British Columbia
|
Canadian
|
Barry
O’Neill,
Ladysmith,
BC.
|
Director
|
President,
British Columbia Division,
Canadian
Union of Public Employees
|
Canadian
|
Christopher
Reid,
Delta,
BC
|
Director
|
President,
Cellex Power Products Inc.
|
Canadian
|
Angela
Schira,
Richmond,
BC
|
Director
|
Secretary-Treasurer,
B.C. Federation of Labour
|
Canadian
|
Cindy
Stewart,
Vernon,
BC
|
Chairperson
and Director
|
Former
President, Health Sciences Association, British Columbia
(retired)
|
Canadian
|
Diane
Wood,
Burnaby,BC
|
Director
|
Former
Secretary-Treasurer, B.C. Government and Service Employees’ Union
(retired)
|
Canadian
|
Nikolas
O. Worhaug,
Surrey,
BC
|
Director
|
Canadian
Director, Hotel Employees and Restaurant Employees International
Union
|
Canadian
|
Name and Place of Residence
|
Position with the GWC and Principal
Occupation
|
Citizenship
|
Pat
Brady,
Vancouver,
BC
|
Vice-President,
Investments of GrowthWorks Capital Ltd.
|
Canadian
|
Donna
Bridgeman,
Vancouver,
BC
|
Senior
Vice-President, Corporate Affairs and Vice-President, Investments,
GrowthWorks Capital Ltd.
|
Canadian
|
Richard
Charlebois,
Ottawa,
Ontario
|
Vice-President,
Investments of GrowthWorks Capital Ltd.
|
Canadian
|
Jim
Charlton,
Saltspring
Island, BC
|
Senior
Vice-President, Investments, British Columbia of GrowthWorks Capital
Ltd.
|
Canadian
|
Carol
Crow,
North
Vancouver, BC
|
Vice-President,
Human Resources of GrowthWorks Capital Ltd.
|
Canadian
|
Rolf
Dekleer
Vancouver,
BC
|
Vice-President,
Investments of GrowthWorks Capital Ltd.
|
Canadian
|
Todd
Farrell,
West
Vancouver, BC
|
Vice-President,
Investments of GrowthWorks Capital Ltd.
|
Canadian
|
Thomas
J. Hayes,
Halifax,
NS
|
Vice-President,
Atlantic Canada of GrowthWorks Capital Ltd. and President and CEO of
GrowthWorks Atlantic Venture Fund Ltd. and GrowthWorks Atlantic
Ltd.
|
Canadian
|
Alex
Irwin,
West
Vancouver, BC
|
Senior
Counsel and Lawyer (2)
|
Canadian
|
Timothy
Lee,
Mississaugua,
ON
|
Senior
Vice-President, Investments of GrowthWorks Capital Ltd.
|
Canadian
|
David
Levi,
Vancouver,
BC
|
President,
CEO and Director of GrowthWorks Capital and its affiliates.(3)
|
Canadian
|
Les
Lyall,
Vancouver,
BC
|
Chief
Operating Officer of GrowthWorks Capital Ltd.
|
Canadian
|
Clint
Matthews,
Coquitlam,
BC
|
Vice-President,
Finance and Chief Financial Officer of GrowthWorks Capital
Ltd.
|
Canadian
|
Tracey
Morrison,
Tsawwassen,
BC
|
Vice-President,
National Marketing and Communications of GrowthWorks Capital
Ltd.
|
Canadian
|
Murray
Munro,
Vancouver,
BC
|
Senior
Vice-President, National Sales, Marketing and Government Relations, of
GrowthWorks Capital Ltd.
|
Canadian
|
Scott
Pelton,
Toronto,
ON
|
Vice-President,
Investments of GrowthWorks Capital Ltd.
|
Canadian
|
Joseph
Regan,
Mississaugua,
ON
|
Vice-President,
Investments of GrowthWorks Capital Ltd.
|
Canadian
|
Stephen
Stang,
Winnipeg,
MB
|
Senior
Vice President, Investments
|
Canadian
|
Joseph
Timlin,
North
Vancouver, BC
|
Vice-President,
Investments of GrowthWorks Capital Ltd.
|
Canadian
|