ACME Resources Corp. Amends Letter of Intent with Hantian Labs Limited in Respect of a Qualifying Transaction
TORONTO, ON / ACCESSWIRE / March 31, 2016 / ACME Resources Corp. (TSXV: ACY-H) (“ACME“), a capital pool company trading on the NEX Exchange with symbol ACY.H, wishes to announce that it has amended its original letter of intent dated December 7, 2015, (the “LOI“), with Hantian Labs Limited, a private UK corporation (“Hantian” or “Hantian Labs“), for a business transaction that will result in a reverse take-over of ACME by Hantian, and the listing or trade of the shares of the resulting issuer (the “Resulting Issuer“) on the TSXV (the “Transaction“). The LOI was originally announced on December 11, 2015 with a First Amendment to the LOI being announced on January 29, 2016.
ACME and Hantian have agreed to extend the settlement of a Definitive Agreement until July 31, 2016 and the closing of the Transaction until October 31, 2016. As per the First Amendment, the LOI was to terminate in the event the parties failed to enter into a Definitive Agreement on or prior to March 31, 2016, unless a later date was otherwise mutually agreed to by the parties.
The Transaction is subject to TSX Venture Exchange (“TSXV“) approval and is intended to constitute the Qualifying Transaction of ACME as such term is defined in Policy 2.4 of the TSXV. It is intended that the Transaction shall be completed by way of a definitive merger, amalgamation or share exchange agreement, provided however that, by mutual agreement, the parties may revise the structure to comply with all necessary legal and regulatory requirements, to minimize or eliminate any adverse tax consequences or to increase cost effectiveness. The Transaction is intended to result in a reverse take-over of ACME by Hantian’s shareholders. The Transaction will be an Arm’s Length Qualifying Transaction, as defined in the policies of the TSXV and, as such, it is not anticipated that the formal approval of the shareholders of ACME will be required.
ACME currently has 4,101,950 common shares issued and outstanding and 247,168 stock options outstanding. ACME’s common shares have been halted from trading and will remain halted until the documentation required by the TSXV for the proposed Transaction can be provided to the TSXV.
ACME RESOURCES CORP.
Paul R. Ankcorn
Chief Executive Officer
Telephone: (416) 360-8006
HANTIAN LABS LIMITED
Telephone: (647) 938-6475
Completion of the Transaction is subject to a number of conditions, including but not limited to, TSXV acceptance and, if applicable pursuant to TSXV requirements, majority of the minority approval of the shareholders of ACME. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. 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 management information circular or filing statement to be prepared in connection with the Transaction, 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.
The TSXV has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this press release. Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
This press release contains forward-looking information within the meaning of Canadian securities laws. Such information includes, without limitation, information regarding the completion of the proposed Transaction, the concurrent financing, and the anticipated business plan of ACME subsequent to completion of the Transaction. Although ACME believes that such information is reasonable, it can give no assurance that such expectations will prove to be correct.
Forward looking information is typically identified by words such as: believe, expect, anticipate, intend, estimate, postulate and similar expressions, or are those, which, by their nature, refer to future events. ACME cautions investors that any forward-looking information provided by ACME are not guarantees of future results or performance, and that actual results may differ materially from those in forward looking information as a result of various factors, including, but not limited to: ACME’s ability to complete the proposed Transaction; the state of the financial markets for ACME’s equity securities; the state of the market for bio-tech products or other products that may be produced generally by the resulting issuer in the event the Transaction is completed; recent market volatility; ACME’s ability to raise the necessary capital or to be fully able to implement its business strategies; and other risks and factors that ACME is unaware of at this time. The reader is referred to ACME’s most recent annual and interim Management’s Discussion and Analysis for a more complete discussion of such risk factors and their potential effects, copies of which may be accessed through ACME’s page on SEDAR at www.sedar.com.
SOURCE: ACME Resources Corp.