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Dash, Simply Solventless enter 6th amended QT deal

2023-06-15 16:08 ET - News Release

Mr. Darrell Denney reports

DASH CAPITAL CORP. AND SIMPLY SOLVENTLESS CONCENTRATES LTD. PROVIDE UPDATE ON QUALIFYING TRANSACTION

Dash Capital Corp. and Simply Solventless Concentrates Ltd. (SSC) have noted that Dash, SSC and Dash Subco (as defined herein) have entered into a sixth amending agreement to the amalgamation agreement (as defined herein) dated June 15, 2023 (the sixth amending agreement), in connection with the qualifying transaction (as defined in TSX Venture Exchange policies) of Dash.

Sixth amending agreement

Dash, SSC and 2366191 Alberta Ltd. (Dash Subco), a wholly owned subsidiary of Dash, entered into an amalgamation agreement dated Aug. 6, 2021, as amended effective Dec. 31, 2021, May 31, 2022, Nov. 21, 2022, Feb. 13, 2023, and March 31, 2023, which sets forth the terms and conditions of the business combination, which will constitute the transaction.

On June 15, 2023, Dash, SSC and Dash Subco entered into the sixth amending agreement to, among other things, extend the outside date of the transaction to Aug. 15, 2023. A copy of the amalgamation agreement and subsequent amendments to the amalgamation agreement, including the sixth amending agreement, have been filed on Dash's SEDAR profile.

Upon completion of the transaction, it is intended that Dash (the resulting issuer) will continue SSC's business in the cannabis industry. Details of the transaction, including the amount and type of proposed consideration, were previously disclosed in the news releases of Dash dated June 11, 2021, Aug. 9, 2021, Feb. 3, 2022, March 16, 2022, July 6, 2022, July 21, 2022, Nov. 29, 2022, Feb. 16, 2023, and April 27, 2023.

The completion of the transaction is subject to a number of conditions precedent, including, but not limited to, the satisfaction or waiver of closing conditions customary to transactions of the nature of the transaction, obtaining all requisite shareholder and corporate approvals, approvals of all regulatory bodies having jurisdiction in connection with the transaction, and the final approval of the TSX-V, including the satisfaction of its initial listing requirements. There can be no assurance that the transaction will be completed as proposed or at all. A filing statement in respect of the transaction will be prepared in accordance with the requirements of the TSX=V and will be filed under Dash's issuer profile on SEDAR.

About Dash Capital Corp.

Dash is a public company incorporated under the Business Corporations Act (Alberta). Dash's principal business is the identification and evaluation of assets or businesses with a view to completing a qualifying transaction. Investors are cautioned that trading in the securities of a capital pool company should be considered highly speculative.

About Simply Solventless Concentrates Ltd.

SSC is a private company incorporated under the Business Corporations Act (Alberta). SSC's mission is to provide pure, potent, terpene-rich solventless concentrates to discerning cannabis consumers.

We seek Safe Harbor.

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