16:35:21 EDT Thu 09 May 2024
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Dash Capital receives conditional TSX-V OK for QT

2023-11-03 17:46 ET - News Release

Mr. Darrell Denney reports

DASH CAPITAL CORP. AND SIMPLY SOLVENTLESS CONCENTRATES LTD. ANNOUNCE CONDITIONAL ACCEPTANCE OF QUALIFYING TRANSACTION AND FILING OF FILING STATEMENT

Dash Capital Corp. has received conditional approval from the TSX Venture Exchange in respect of its qualifying transaction with Simply Solventless Concentrates Ltd. (SSC) pursuant to Policy 2.4 -- Capital Pool Companies of the TSX-V. In connection with the transaction and pursuant to TSX-V requirements, Dash has filed a filing statement dated Oct. 31, 2023, on SEDAR+, which provides further information concerning Dash, SSC and the transaction.

The transaction consists of a reverse takeover of Dash by SSC by way of three-cornered amalgamation that will result in Dash acquiring all of the issued and outstanding securities of SSC in exchange for securities of Dash. The transaction will be carried out in accordance with the terms of the previously announced amalgamation agreement dated Aug. 6, 2021, as amended effective Dec. 31, 2021, May 31, 2022, Nov. 21, 2022, Feb. 13, 2023, March 31, 2023, June 15, 2023, and Aug. 15, 2023, between Dash, 2366191 Alberta Ltd., a wholly owned subsidiary of Dash (SubCo), and SSC.

Immediately prior to closing the transaction on or about Dec. 6, 2023, Dash intends to consolidate the common shares of Dash on a two-to-one basis and change its name to Simply Solventless Concentrates Ltd. Upon completion of the transaction, the new wholly owned subsidiary of Dash (which, upon completion of the transaction, shall be referred to as the resulting issuer) formed by the amalgamation of SSC and SubCo is expected to carry on the current business of SSC, and the resulting issuer is expected to qualify as a Tier 2 issuer pursuant to the policies of the TSX-V.

Final approval of the listing is subject to the resulting issuer meeting certain conditions required by the TSX-V, which conditions include the completion of the transaction and other standard listing conditions. Upon receipt of the TSX-V's final approval, the common shares of the resulting issuer will resume trading on the TSX-V under the symbol HASH.

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 (as defined in the policies of the TSX-V). 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.

Further information

All information contained in this press release with respect to Dash and SSC was supplied by the respective party for inclusion herein, without independent review by the other party, and each party and its directors and officers have relied on the other party for any information concerning the other party.

Completion of the transaction is subject to a number of conditions, including, but not limited to, TSX-V approval. There can be no assurance that the transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the filing statement, any information released or received with respect to 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 considered highly speculative.

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