01:12:59 EDT Sun 19 May 2024
Enter Symbol
or Name
USA
CA



Buzz Capital to resume trading on TSX-V

2023-08-08 17:08 ET - News Release

Mr. Gregory Prekupec reports

BUZZ CAPITAL ANNOUNCES REINSTATEMENT OF TRADING, APPOINTMENT OF NEW DIRECTORS AND OFFICERS, COMPLETION OF ESCROW TRANSFER AND PROVIDES EARLY WARNING DISCLOSURE

The TSX Venture Exchange has accepted the application for reinstatement of trading of Buzz Capital Inc.'s common shares. Trading will be reinstated in the securities of the company.

Further to its news release of June 1, 2023, the company also announces that it has completed certain changes in management and escrow share transfers.

Reinstatement of trading

On April 17, 2023, the Company announced that it would be applying to the Exchange for reinstatement of trading of the Company's common shares following termination of a proposed qualifying transaction. An application for reinstatement of trading was submitted which was accepted by the Exchange.

Change of Management and Appointment of New Directors

Effective August 8, 2023, Mr. Chuck Rifici has resigned as director and officer of the Company and Mr. Hugo Alves has resigned as corporate secretary of the Company. Messrs. Lorne Gertner and W. Brett Wilson will continue to serve as directors of the Company.

The new directors and officers of Buzz are as follows:

  • James W. Longshore - Director
  • Gregory M. Prekupec - Director, CEO and CFO
  • Brian MacIntosh - Secretary

The Company has obtained the Exchange's final acceptance of the change in management.

Escrow share transfers

In conjunction with the change of management, the former directors, officers and a non-management seed shareholder have transferred their escrowed share holdings to the new directors and officers of the Company. An aggregate of 2,400,000 escrowed common shares have been transferred.

The Company has obtained the Exchange's final acceptance of the escrow share transfers.

Outlook

As at the date hereof, the Company continues to have adequate cash resources (approximately $350,000) to continue to search for prospective opportunities to complete its qualifying transaction and maximize shareholder value.

Early Warning Disclosure Pursuant to National Instrument 62-103

In connection with the change of management and directors and escrow share transfers, each of Gregory M. Prekupec, Brian MacIntosh and James W. Longshore acquired ownership, control or direction over the 2.4 million Buzz common shares, in aggregate, requiring disclosure pursuant to the early warning requirements of applicable securities laws.

Prior to the completion of the escrow transfers, Gregory M. Prekupec and Brian MacIntosh had no ownership of, or exercised control or direction over, any voting or equity securities of the Company. James W. Longshore exercised control over 27,500 Buzz common shares through his spouse. In connection with the escrow transfers, each of Gregory M. Prekupec, Brian MacIntosh and James W. Longshore acquired ownership of 800,000 Buzz common shares.

After completion of the escrow transfers, each of Gregory M. Prekupec and Brian MacIntosh own indirectly, or exercise control or direction over, 800,000 Buzz common shares, representing approximately 9.5% of the issued and outstanding Buzz common shares on both a non-diluted and fully-diluted basis. James W. Longshore owns directly or exercises control or direction over 827,500 Buzz common shares (which includes the holdings of his spouse) representing approximately 9.8% of the issued and outstanding Buzz common shares on both a non-diluted and fully-diluted basis.

As Gregory M. Prekupec, Brian MacIntosh and James W. Longshore are considered to be acting jointly and in concert as a group in connection with the acquisition of the escrow shares, the group will own directly and indirectly, or exercises control or direction over, 2,427,500 Buzz common shares, representing approximately 28.86% of the issued and outstanding Buzz common shares on both a non-diluted and fully-diluted basis.

Each of Gregory M. Prekupec, Brian MacIntosh and James W. Longshore: (i) acquired the Buzz common shares in connection with the escrow transfer; (ii) hold the Buzz common shares for investment purposes; and (iii) do not have any current intention to increase or decrease their beneficial ownership or control or direction over any additional securities of the Company. Each of Gregory M. Prekupec, Brian MacIntosh and James W. Longshore may, from time to time and depending on market and other conditions, acquire additional Buzz common shares through market transactions, private agreements, treasury issuances, convertible securities or otherwise, or may sell all or some portion of the Buzz common shares they each own or control, or may continue to hold the Buzz common shares.

This portion of this news release is issued pursuant to National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues of the Canadian Securities Administrators, which also requires an early warning report to be filed with the applicable securities regulators containing additional information with respect to the foregoing matters. A copy of the early warning reports will be filed by Gregory M. Prekupec, Brian MacIntosh and James W. Longshore in accordance with applicable securities laws and will be available on the Company's issuer profile on SEDAR.

About Buzz Capital Inc.

Buzz, a capital pool company within the meaning of the policies of the Exchange, was incorporated February 15, 2017 and was listed on the Exchange on August 21, 2017. Buzz does not have any operations and has no assets other than cash. Buzz's business is to identify and evaluate businesses and assets with a view to completing a qualifying transaction under the policies of the Exchange.

We seek Safe Harbor.

© 2024 Canjex Publishing Ltd. All rights reserved.