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Momentous receives conditional TSX-V OK for Astra QT

2021-11-17 17:10 ET - News Release

Mr. Raymond Harari reports

MOMENTOUS CAPITAL RECEIVES CONDITIONAL APPROVAL FOR AND PROVIDES UPDATE ON QUALIFYING TRANSACTION WITH ASTRA EXPLORATION

Momentous Capital Corp. has received conditional acceptance from the TSX Venture Exchange for its proposed qualifying transaction with Astra Exploration Ltd. Pursuant to the transaction, Momentous will acquire all of the issued and outstanding shares of Astra pursuant to a three-cornered amalgamation.

The completion of the transaction is subject to a number of conditions, including, but not limited to, receipt of all required regulatory approvals, including final TSX-V acceptance, approval of the transaction by Astra shareholders and satisfaction of other customary closing conditions. Assuming all conditions are satisfied, closing of the transaction is expected to occur in the fourth quarter of 2021. The trading symbol of the company postclosing of the transaction will be ASTR. Upon completion of the transaction, the company is expected to meet all of the minimum listing requirements of the TSX-V for a Tier 2 mining issuer. Sponsorship of the transaction has been waived by the TSX-V.

In connection with the transaction, Astra will conduct a private placement of a minimum of 1,666,667 common shares in the capital of Astra and a maximum of 6,666,667 Astra shares at a price of 30 cents per Astra share for gross proceeds of a minimum of $500,000 and maximum of $2-million. The Astra financing is expected to close on or around Nov. 19, 2021.

A filing statement in respect of the transaction has been prepared in accordance with the requirements of the TSX-V and will be filed under Momentous's issuer profile on SEDAR. Trading of the common shares of Momentous will remain halted until completion of the transaction.

Further details regarding the transaction are set out in the company's news releases dated June 7, 2021, and July 8, 2021.

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