16:59:54 EDT Tue 30 Apr 2024
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Spackman Equities extends closing date for RTO

2024-01-10 15:56 ET - News Release

Mr. Richard Lee reports

SPACKMAN EQUITIES GROUP INC. PROVIDES UPDATE ON REVERSE TAKE-OVER WITH CRYSTAL PLANET LIMITED AND TIMING OF SHAREHOLDER MEETING

Spackman Equities Group Inc. has provided an update on the proposed reverse takeover (RTO) with Crystal Planet Ltd. (CPL) described in the press releases of the company dated Feb. 6, 2023, and Aug. 4, 2023.

Extension for completion of RTO

The company and CPL have agreed to amend the share exchange agreement previously entered into between the parties to extend the outside date for completion of the RTO from Oct. 31, 2023, to June 30, 2024. The parties have also agreed to an increase in the size of the minimum financing to approximately $7.05-million (U.S.).

Annual general and special meeting

The company also announces that, further to its announcement regarding the proposed RTO, the company plans to hold an annual general and special meeting prior to the end of the first quarter of 2024 to seek shareholder approval for customary annual meeting matters as well as matters including but not limited to approving the RTO and a 1:5 share consolidation.

RTO process and next steps

The full particulars of the RTO and the resulting issuer will be described in the management information circular to be prepared in accordance with the policies of the TSX Venture Exchange for the purpose of the meeting of the shareholders of SQG at which approval for the RTO will be sought. A copy of the circular will be available electronically on SEDAR+ under SQG's issuer profile in due course. Copies of the circular will also be made available on the company's website.

The agreement contains customary representations and warranties for a transaction of this kind and was approved by the board of directors of each of Spackman and CPL. Completion of the RTO is subject to a number of conditions including, but not limited to, approval of the TSX Venture Exchange and, if applicable, disinterested shareholder approval. Where applicable, the RTO cannot close until the required shareholder approval is obtained, in addition to required regulatory and other approvals. There can be no assurance that the RTO will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular to be prepared in connection with the RTO, any information released or received with respect to the RTO may not be accurate or complete and should not be relied upon. Trading in the securities of Spackman should be considered highly speculative.

Trading in the common shares of Spackman is currently halted and it is not anticipated that trading in the common shares of Spackman will resume prior to the completion of the RTO.

We seek Safe Harbor.

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