Corner Market Capital Corporation

Corner Market Capital Corporation

June 24, 2015 15:02 ET

Corner Market Capital Corp.: Early Warning Report Issued Pursuant to National Instrument 62-103; Acquisition of Shares of Premier Diversified Holdings Inc.

VANCOUVER, BRITISH COLUMBIA--(Marketwired - June 24, 2015) -

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Corner Market Capital Corp. ("CMCC"). This press release is being disseminated as required by National Instrument 62-103 The Early Warning System and Related Take Over Bid and Insider Reporting Issues in connection with the filing of an early warning report (the "Early Warning Report") regarding the acquisition of securities of Premier Diversified Holdings Inc. (formerly, Premier Diagnostic Health Services Inc.) (the "Company") by CMCC of Suite 1350, PO Box 11610, 650 West Georgia Street, Vancouver, B.C. V6B 4N8.

CMCC is a 65% shareholder of Corner Market Capital U.S. Inc. ("CMC US"). CMC US is the general partner of MPIC Fund I, Limited Partnership ("MPIC"). MPIC entered into a private purchase and sale agreement (the "Agreement") with the Company to sell common shares of Russell Breweries Inc. ("Russell") to the Company in exchange for common shares of the Company ("Shares"). The exchange ratio was one Share for every 2.5 common shares of Russell. MPIC sold a total of 13,574,000 common shares of Russell to the Company in exchange for a total of 5,429,600 Shares pursuant to the Agreements.

G. Andrew Cooke, a director of the Company and a director and officer of CMC US, also entered into a private agreement with the Company to exchange 932,000 common shares of Russell for a total of 372,800 Shares of the Company (being approximately 0.27% on an undiluted basis of the currently issued and outstanding Shares) pursuant to the same exchange ratio as MPIC.

As a result of acquisitions made by way of the Agreement, CMCC indirectly acquired an aggregate of 5,429,600 Shares of the Company (being approximately 3.98% on an undiluted basis of the currently issued and outstanding Shares) at a deemed price of $0.21 per Share on June 24, 2015 for a total deemed value of $1,218,504.

Immediately following the acquisition, CMCC indirectly owns and controls a total of 51,137,535 Shares, representing approximately 37.53% of the currently issued and outstanding Shares (on an undiluted basis). The Shares are held by MPIC Canada Limited Partnership (5,440,288 Shares) and MPIC (45,697,247 Shares). CMCC is the sole shareholder of Corner Market Management Inc. ("CMMI"). CMMI is the general partner of MPIC Canada Limited Partnership.

Mr. Cooke, a director of the Company and a director and officer of CMC US, directly holds 1,914,467 Shares, approximately 1.4% of the currently issued and outstanding Shares (on an undiluted basis).

Sanjeev Parsad, a director and officer of the Company, CMC US, CMMI and CMCC, directly holds 100,000 Shares, approximately 0.073% of the currently issued and outstanding Shares (on an undiluted basis).

Alnesh Mohan, a director of the Company and a director and officer of CMC US, CMMI and CMCC, directly holds 200,000 Shares, approximately 0.146% of the currently issued and outstanding Shares (on an undiluted basis).

CMCC indirectly owns and controls an aggregate of 53,352,002 Shares with MPIC, MPIC Canada and Messrs. Cooke, Parsad and Mohan, representing approximately 39.15% of the currently issued and outstanding Shares (on an undiluted basis).

The Shares were acquired for investment purposes and CMCC may increase or decrease its beneficial ownership or control depending on market or other conditions.

A copy of the related Early Warning Report may be found on www.SEDAR.com under the profile of Premier Diversified Holdings Inc.

DATED this 24th day of June, 2015.

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