05:56:09 EDT Fri 17 May 2024
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Craft 1861 shareholders OK merger with Nano Cures

2023-12-12 19:04 ET - News Release

An anonymous director reports

CRAFT 1861 GLOBAL ANNOUNCES VOTING RESULTS OF ANNUAL GENERAL MEETING OF SHAREHOLDERS AND SPECIAL MEETING OF SECURITYHOLDERS

Craft 1861 Global Holdings Inc. has released the voting results of its annual general meeting of shareholders and special meeting of securityholders held earlier today. At the meeting, securityholders of Craft 1861 Global voted in favour of a special resolution to approve the proposed plan of arrangement, pursuant to which Craft 1861 Global will combine with Nano Cures International Inc. The arrangement resolution required the approval of: (i) at least 66-2/3 per cent of the votes cast by the shareholders of Craft present in person or by proxy at the meeting; and (ii) at least 66-2/3 per cent of the votes cast by the securityholders of Craft present in person or by proxy at the meeting, voting together as a single class. Details of the voting results at the meeting are summarized below.

Voting results

The votes cast in respect of the various resolutions put forth at the meeting are summarized in the attached table.

Full details of the matters for securityholder action can be viewed by accessing the management information circular and supplement for the meeting available on the company's website and on SEDAR+ under the company's profile.

The arrangement remains subject to receipt of a final order of the Supreme Court of British Columbia. As previously announced, the hearing for the final order is scheduled to take place on Dec. 14, 2023, at approximately 9:45 a.m. (Vancouver time). Subject to the satisfaction or waiver of other closing conditions to completion of the arrangement contained in the arrangement agreement dated as of Sept. 27, 2023, between the company and Nano, including receiving certain regulatory approvals, all as more particularly described in the circular, the arrangement is expected to close on or before Dec. 31, 2023.

The shares of Nano are not currently listed on any stock exchange. Although an application has been made for listing of the Nano shares on the NEO Exchange Inc., operating as Cboe Canada, there is no assurance when, or if, the Nano shares will be listed on the exchange or on any other stock exchange. Listing will be subject to Nano meeting the listing requirements and other conditions of the exchange. Listing of the Nano shares on the exchange or on any other exchange is not a condition to the completion of the arrangement. Until the Nano shares are listed on a stock exchange, shareholders of Nano may not be able to sell their Nano shares. Even if a listing is obtained, ownership of Nano shares will entail a high degree of risk.

We seek Safe Harbor.

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