P Squared Renewables Inc. and Universal Ibogaine Inc. Announce Filing of Filing Statement on SEDAR | 2021-09-01 | Press Releases
(The press wire)
Calgary, Alberta – TheNewswire – August 30, 2021 – P Squared Renewables Inc. (TSXV: PSQ.P) (“PSQ“or the”Society“) a capital pool company, and Universal Ibogaine Inc. (“User interface“) are pleased to announce that PSQ has filed on SEDAR its declaration of filing in respect of its previously announced qualifying transaction (as defined in policy 2.4 of the TSX Venture Exchange) with UI, whereby PSQ will acquire all outstanding shares of UI by way of a three-corner merger contract between PSQ, UI and 1266855 BC Ltd. (“Sub-company“), a wholly-owned subsidiary of PSQ (the”Transaction“). Please refer to the SEDAR profile of PSQ ‘ www.sedar.com to obtain a copy of the declaration of deposit.
It is expected that the non-intermediary private placement of subscription receipts (“Subscription receipts“) being undertaken by 1266855 BC Ltd. (“Sub-company“), a wholly owned subsidiary of PSQ, up to 24,000,000 Subscription Receipts at a price of $ 0.25 per Subscription Receipt for aggregate gross proceeds of up to $ 6,000,000 (the” Offer ” ) will be completed on August 31, 2021. The 5:00 pm (Calgary time) cancellation time for subscription receipts was extended to July 31, 2021 at 5:00 pm (Calgary time) on August 31, 2021.
It is also expected that the Transaction will be finalized on August 31, 2021.
Shortly after the transaction closes, the resulting issuer is expected to change its name to Universal Ibogaine Inc. and begin trading on the TSX Venture Exchange under the symbol “IBO”.
This press release contains forward-looking information based on current expectations. Statements regarding the closing of the Transaction and the parties’ ability to meet closing conditions and receive necessary approvals are all forward-looking information. These statements should not be interpreted as guarantees of future performance or results. Such statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to differ materially from those implied by such statements. Although these statements are based on reasonable assumptions of management, there can be no assurance that the Transaction will take place or that, if the Transaction does occur, it will be completed in the manner described above. PSQ and UI assume no responsibility to update or revise forward-looking information to reflect new events or circumstances, except as required by law.
Completion of the transaction is subject to a number of conditions, including, but not limited to, acceptance of the TSX Venture Exchange and, where applicable, in accordance with the requirements of the TSX Venture Exchange, the majority of the approval of minority shareholders. If so, the transaction can only be concluded after obtaining the required shareholder approval. There can be no assurance that the transaction will be completed as proposed or that it will be completed.
Investors are cautioned that, unless otherwise specified in the statement of deposit to be prepared in connection with the transaction, any information disclosed or received regarding the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be viewed as highly speculative.
The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.
NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATORY SERVICE PROVIDER (AS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS COMMUNICATION.
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For more information, please contact:
Chief Executive Officer
Universal Ibogaine Inc.
Executive Chairman and Chief Executive Officer
P Squared Renewables Inc.
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