Pascal Biosciences shareholders approve reorganization. 2023-05-18 09:48 ET - News Release
Dr. Patrick Gray reports
PASCAL BIOSCIENCES FORMAL AGREEMENT TO ACQUIRE THC ESSENTIALS
Shareholders of Pascal Biosciences Inc. owning 56 per cent of the issued shares of the company have approved the reorganization of the company, including delisting from the TSX Venture Exchange. Details of the reorganization were disclosed in prior releases dated Dec. 9, 2022, and Feb. 15, 2023.
At the request of the Company, the Shares will be de-listed from the TSX.V at the close of the market on May 23, 2023. Immediately thereafter: (i) the Company's name will be changed to Nevis Brands Inc., (ii) the Shares will consolidate on the basis of one new share for five old shares, and (iii) the Company's board of directors and the CEO will change. A news release will be issued the next day providing details about the new directors and the CEO.
The Company has received a conditional listing letter dated April 26, 2023 from the Canadian Securities Exchange (the "CSE"). That letter requires the Company's reorganization to complete on the day the Shares are listed on the CSE (the "Listing Date"). On the Listing Date, a private placement of $2,000,000 (the "Private Placement") and the acquisition of THC Essentials (the Acquisition") are required to close as well as issuing Shares for debt, which will complete the reorganization.
Completion of the transactions disclosed in this press release are subject to a number of conditions, including closing the Private Placement and the Acquisition. There can be no assurance that the Transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in further news releases or the CSE form 2A Listing Statement, still to be finalized, any information released or received with respect to the transactions may not be accurate or complete and should not be relied upon. The Shares of the Company have been halted since the first week of December 2022.
The TSX.V has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this news release.
ABOUT PASCAL BIOSCIENCES INC.
The Company has ceased investment in its biotechnology assets and closed its research lab.