Please contact me should you have any questions.
Graeme
President | Colwell Capital Corp.
Tel: 1-403-561-8989
Email: graeme@colwellcapital.com | L: linkedin.com/in/colwell/ | T: @graeme_dick
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**Not for distribution to United States Newswire Services or release publication, distribution or dissemination, directly or indirectly, in the United States. Any failure to comply with this restriction may constitute a violation of U.S. Securities Laws**
Magnetic North Acquisition Corp. Announces Closing of $1.65 Million Non-Brokered Private Placement
Calgary, AB and Toronto, ON – October 26th, 2020 (GLOBE NEWSWIRE) – Magnetic North Acquisition Corp. (TSXV: MNC) (“Magnetic North” or the “Company”) is pleased to announce the closing of its previously announced non-brokered private placement of Series A Preferred Shares (the “Financing”). The Company issued 165,697 Series A Preferred Shares at a price of $10.00 per Series A Preferred Share for aggregate gross proceeds of $1,656,970. The Financing is intended to allow Magnetic North to make investments in certain of the Company’s investee companies and for working capital purposes.
The Series A Preferred Shares issued in connection with the Financing are subject to a four-month hold period, which expires on February 27, 2021. Following the completion of the Financing, the Company has 1,207,663 Series A Preferred Shares issued and outstanding. The terms of the Series A Preferred Shares are described in Magnetic North’s most recent unaudited financial statements for the third quarter ended June 30, 2020.
In connection with the closing of the Financing, the Company paid finder's fees in the amount of $1,750.
The Series A Preferred Shares are offered and sold in Canadian jurisdictions to "accredited investors" pursuant to the exemption from the prospectus requirement under Section 2.3 of National Instrument 45-106 – Prospectus Exemptions and such other exemptions from the prospectus requirements and subject to certain conditions including, but not limited to, the receipt of all necessary regulatory approvals including the approval of the TSX Venture Exchange.
About Magnetic North Acquisition Corp.
Magnetic North invests and manages businesses on behalf of its shareholders and believes that capital alone does not always lead to success. With offices in Calgary and Toronto, our experienced management team applies its considerable management, operations and capital markets expertise to ensure its investee companies are as successful as possible for shareholders. Magnetic North Common Shares trade on the TSX Venture Exchange under the stock symbol MNC. For more information about Magnetic North, visit its website at www.magneticnac.com. Magnetic North’s securities filings can also be accessed at www.sedar.com.
For further information, please contact:
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.
This news release is not an offer of securities for sale in the United States. Securities may not be offered or sold in the United States or to or for the account or benefit of U.S. persons (as such terms are defined in Regulation S under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”)), absent registration or an exemption from registration. The securities offered have not been and will not be registered under the U.S. Securities Act or any state securities laws and, therefore, may not be offered for sale in the United States, except in transactions exempt from registration under the U.S. Securities Act and applicable state securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.
CAUTIONARY STATEMENT REGARDING FORWARD LOOKING INFORMATION
This news release contains “forward-looking information” within the meaning of Canadian securities legislation. Forward-looking information generally refers to information about an issuer’s business, capital, or operations that is prospective in nature, and includes future-oriented financial information about the issuer’s prospective financial performance or financial position. The forward-looking information in this news release includes the Company’s expected timing for completion of the Offering and the use of proceeds therefrom and the listing of the Series A Preferred Shares on the TSXV.
The Company has made certain material assumptions, including but not limited to assumptions with respect to: prevailing market conditions; general business, economic, competitive, political and social uncertainties; and the ability of the Company to execute and achieve its business objectives to develop the forward-looking information in this news release. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.
Actual results may vary from the forward-looking information in this news release due to certain material risk factors. These risk factors include but are not limited to: adverse market conditions; reliance on key and qualified personnel; and regulatory and other risks associated with the industries in which the Company's portfolio companies operate, in general. The Company cautions that the foregoing list of material risk factors and assumptions is not exhaustive.
The Company assumes no obligation to update or revise the forward-looking information in this news release, unless it is required to do so under Canadian securities legislation.