Diamond Estates Wines & Spirits Inc. (TSXV: DWS) has announced the conversion of $4,654,000 in outstanding debenture principal into common shares on November 9, 2026, alongside a proposed conversion of $1,470,400 in accrued interest. The transactions involve related parties Lassonde Industries Inc. and 3346625 Canada Inc., and will significantly increase the Lassonde Group's ownership stake in the Niagara-on-the-Lake-based wine and spirits producer. Investors may be watching the pending TSX Venture Exchange approval for the interest conversion and the resulting shift in the company's share structure.

Key Points

  • Diamond Estates Wines & Spirits Inc. (TSXV: DWS) is a Niagara-on-the-Lake, Ontario-based wine, cider, and spirits company
  • $4,654,000 in 10.0% unsecured convertible debenture principal converts into common shares at $0.22 per share on November 9, 2026
  • $1,470,400 in accrued interest is proposed to convert at $0.13 per share, subject to TSXV approval; shares issued will carry a statutory hold period of four months and one day
  • Investors should watch for TSXV approval of the interest conversion and the Lassonde Group's resulting ownership rising to approximately 66.62% of issued shares

Principal Conversion Terms and Shareholder Approvals Already in Place

The principal conversion of $4,654,000 at $0.22 per common share proceeds under the existing terms of the debentures and has already received both TSXV and shareholder approval. Minority shareholder approval was obtained at the company's annual general and special meeting held on October 30, 2025, with votes from interested shareholders excluded. The conversion is structured as required under the debentures' settlement terms, as the company notes repayment in cash would not be permitted under restrictive covenants in its credit facility with the Bank of Montreal.

Proposed Interest Conversion Awaits TSXV Approval

The proposed interest conversion covers $1,470,400 in accrued and unpaid interest calculated through the November 9, 2026 maturity date. Of that amount, $1,140,000 is payable to 3346625 Canada Inc. and $330,400 to Lassonde Industries Inc. The conversion price is $0.13, reflecting the closing price of Diamond Estates common shares on November 6, 2026. The company is seeking TSXV approval for this transaction. Common shares issued to settle the interest will be subject to a statutory hold period expiring four months and one day from issuance.

Lassonde Group Ownership Set to Rise to 66.62% Post-Conversion

Both conversions constitute related party transactions under Multilateral Instrument 61-101 given the Lassonde Group's existing position in Diamond Estates. Prior to the conversions, the Lassonde Group held approximately 50.85% of issued common shares on a non-diluted basis. Following both the principal and interest conversions, subject to TSXV approval of the latter, the Lassonde Group is disclosed to hold 67,429,646 common shares, representing approximately 66.62% of issued and outstanding common shares on a non-diluted basis. The company is relying on applicable MI 61-101 exemptions for both transactions.