Subject: Ankh Capital Inc. - Request for Dissemination of Press Release dated February 28, 2024
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File: '\\swfile\EmailIn\20240228 142404 Attachment ANKH - News Release re Conditional Approval and Filing Statement Feb 28, 2024.docx'
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ANKH CAPITAL RECEIVES CONDITIONAL APPROVAL
FOR QUALIFYING TRANSACTION WITH QUETZAL COPPER
Not for distribution to U.S. Newswire Services or for dissemination in the United States of America. Any failure to comply with this restriction may constitute a violation of U.S. Securities laws.
February 28, 2024, Vancouver, British Columbia - Ankh Capital Inc. (TSXV: ANKH.P) ("Ankh" or the "Company") is pleased to announce that it has received conditional acceptance from the TSX Venture Exchange (the "TSXV") for its proposed qualifying transaction (the "Transaction") with Quetzal Copper Limited ("Quetzal"). Pursuant to the Transaction, Ankh will acquire all of the issued and outstanding shares of Quetzal pursuant to a three-cornered amalgamation. Pursuant to the terms of the Transaction, Quetzal and 1415994 B.C. Ltd., a wholly-owned subsidiary of Ankh, will amalgamate and securityholders of Quetzal will receive securities of the Company. The Transaction will constitute the Company's Qualifying Transaction (as such term is defined in TSXV Policy 2.4 - Capital Pool Companies).
Completion of the Transaction is subject to a number of conditions, including, but not limited to, receipt of final TSXV acceptance and satisfaction of other customary closing conditions. Assuming all conditions are satisfied, closing of the Transaction is expected to occur on or around March 12, 2024. Upon completion of the Transaction, the Company is expected to meet all of the minimum listing requirements of the TSXV for a Tier 2 Mining issuer. In connection with the Transaction, the Company will change its name to "Quetzal Copper Corp.", The trading symbol of the Company post-closing of the Transaction will be "Q". Sponsorship of the Transaction has been waived by the TSXV.
A filing statement (the "Filing Statement") dated February 28, 2024 in respect of the Transaction has been prepared in accordance with the requirements of the TSXV and has been filed under Ankh's issuer profile on SEDAR+ at www.sedarplus.ca. Trading of the common shares of Ankh will remain halted until completion of the Transaction.
Further details regarding the Transaction are set out in the Company's news releases dated March 1, 2023, May 16, 2023 and November 15, 2023.
For further information please contact:
Ankh Capital Inc.
Roger Milad, CEO and CFO
Phone: (604) 690-2680
Quetzal Copper Limited
Matthew Badiali, CEO
Phone: (888) 227-6821
Neither the TSXV nor its Regulation Services Provider (as that term is defined in policies of the TSXV) accepts responsibility for the adequacy or accuracy of this press release.
Forward-Looking Statements
This news release may contain certain "Forward-Looking Statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws. When or if used in this news release, the words "anticipate", "believe", "estimate", "expect", "target, "plan", "forecast", "may", "schedule" and similar words or expressions identify forward-looking statements or information. These forward-looking statements or information may relate to proposed financing activity, regulatory or government requirements or approvals, the reliability of third party information and other factors or information. Such statements represent the Company's current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Many factors, both known and unknown, could cause results, performance or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements. The Company does not intend, and does not assume any obligation, to update these forward-looking statements or information to reflect changes in assumptions or changes in circumstances or any other events affecting such statements and information other than as required by applicable laws, rules and regulations.
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