Vancouver, British Columbia--(Newsfile Corp. - July 11, 2023) - Coloured Ties Capital Inc. (TSXV: TIE) ("CTI" or the "Company") is pleased to announce, further to the Company's news release on June 12, 2023 announcing the Company's substantial issuer bid (the "Offer") under which the Company will offer to purchase for cancellation up to C$9,000,000 of its outstanding common shares (the "Shares"), that the Offer is awaiting regulatory approvals and is expected to commence on or about July 24, 2023 and the expiry date of the Offer is expected to be on or about August 28, 2023.
The Offer is being made by way of a "modified Dutch auction," which will allow shareholders who choose to participate in the Offer to individually select the price, with a range of not less than C$0.92 per Share and not more than C$1.00 per Share (in increments of $0.01 per Share), at which they are willing to sell their Shares. Upon expiry of the Offer, the Company will determine the lowest purchase price (which will not be more than C$1.00 per Share and not less than $0.92 per Share) (the "Purchase Price") that will allow it to purchase the maximum number of Shares tendered to the Offer, and not withdrawn, having an aggregate purchase price not exceeding C$9,000,000.
Shareholders who wish to participate in the Offer will be able to do so through (i) auction tenders in which they specify the number of Shares being tendered at a specific price per Share, or (ii) purchase price tenders in which they agree to have a specified number of Shares purchased at the purchase price to be determined pursuant to the auction and have their Shares considered as having been tendered at the minimum price of $0.92 for the purposes of determining the purchase price. Shareholders who validly deposit Shares without specifying the method in which they are tendering their Shares will be deemed to have made a purchase price tender.
If the Offer would result in an aggregate purchase price of more than C$9,000,000, the Company will purchase a pro-rated portion of the Shares so tendered pursuant to auction tenders at or below the Purchase Price and purchase price tenders (after giving preferential treatment to "odd lot" holders).
The Offer is optional for all shareholders, who are free to choose whether to participate, how many Shares to tender and, in the case of auction tenders, at what price to tender within the specified range. Any shareholders who do not deposit their Shares (or whose Shares are not repurchased under the Offer) will realize a proportionate increase in their equity interest in the Company, to the extent that Shares are purchased under the Offer.
The Offer will not be conditional upon any minimum number of Shares being tendered. The Offer will, however, be subject to other conditions and the Company reserves the right, subject to applicable laws, to withdraw or amend the Offer, if, at any time prior to the payment of deposited Shares, certain events occur. Details of the Offer, including the full terms and conditions of the Offer and instructions for tending Shares to the Offer, will be included in the formal offer to purchase and issuer bid circular and other related documents (the "Offer Documents"), which are expected to be mailed to shareholders, filed with securities regulators and made available shortly on SEDAR at www.sedar.com.
Neither the Company nor its board of directors makes any recommendation to shareholders as to whether to tender or refrain from tendering any or all of their Shares to the Offer. This press release is neither an offer to purchase nor a solicitation of an offer to sell any Shares. The solicitation and the offer to purchase Shares by the Company is being made only pursuant to the Offer Documents. Shareholders of the Company are urged to read the Offer Documents carefully and to consult with their own financial, tax and legal advisors prior to making any decision with respect to the Offer.
Current Portfolio
CTI currently holds $34,140,600* in net assets which consists of cash and investments in other entities based less debt on a close of June 30, 2023. Some significant holdings within the Company's investment portfolio include:
- Ride Vision Ltd: 6,527 Preferred shares
- Azimut Exploration Ltd: 2,578,600 Common shares
- Hertz Lithium Corp: 5,203,500 Common shares
- Patriot Battery Metals Inc.: 1,776,000 Common shares
- Power Metals Corp: 3,106,500 Common shares
- Quebec Pegmatite Inc, 10,000,000 Common shares.
*The valuation and information concerning securities holdings have been prepared by CTI's management based on information currently available to the Company. Accordingly, such information may be subject to change based on the results of the Company's interim review or year-end audit. The making of a modifying or superseding statement shall not be deemed an admission for any purposes that the modified or superseded statement, when made, constituted a misrepresentation for purposes of applicable securities laws.
Quebec Pegmatite Inc Share Exchange Agreement
On May 12, 2023, Coloured Ties Capital Inc.(TSXV: TIE) ("Coloured Ties") and First Responder Technologies Inc.(CSE: WPN) (OTC Pink: WPNNF) (FSE: 3WK0) ("First Responder"), announced that First Responder has entered into a share exchange agreement dated May 8, 2023 (the "Share Exchange Agreement") with Quebec Pegmatite Corp. ("QPC"), a subsidiary of Coloured Ties in respect of a proposed business transaction (the "Proposed Transaction"). It is anticipated that the Proposed Transaction will constitute a "fundamental change" of First Responder in accordance with Policy 8 - Fundamental Changes and Changes of Business of the Canadian Securities Exchange (the "CSE").
This transaction is progressing and First Responder and Quebec Pegmatite are preparing filing documents for submission to the regulatory authorities and expects to complete the transaction during Q3 2023. The completion of the Proposed Transaction remains subject to a number of terms and conditions, among other standard conditions for a transaction of this nature, including, among other things: (i) QPC delivering a NI 43-101 compliant technical report for the Property that is acceptable to the CSE and First Responder; (ii) the delivery of audited, unaudited and pro forma financial statements of each party that are compliant with CSE policies; (iii) if required by the CSE, QPC delivering an independent valuation in form and content satisfactory to the CSE and First Responder; (iv) no material adverse changes occurring in respect of either First Responder or QPC; (v) the parties obtaining all necessary consents, orders and regulatory and shareholder approvals, including the conditional approval of the CSE and the TSXV subject only to customary conditions of closing; (vi) the Name Change and any other corporate changes requested by QPC, acting reasonably, shall have been implemented; and (vii) completion of the Concurrent Financing described below. There can be no assurance that all of the necessary regulatory and shareholder approvals will be obtained or that all conditions of closing will be met.
Upon completion of the Proposed Transaction, it is anticipated that the Resulting Issuer will be listed as a Mining Issuer on the CSE, with QPC as its primary operating subsidiary.
Concurrent Financing
In connection with the Proposed Transaction, QPC is undertaking a non-brokered private placement of QPC Shares at $0.25 per QPC Share for gross proceeds of up to $1,250,000 with qualified accredited investors(the "Concurrent Financing").
About Coloured Ties Capital Inc
Coloured Ties Capital is a TSX-V listed issuer that invests in early stage commercial ventures and provides investee companies with capital market access and advisory services. The Company offers investors an opportunity to participate in early stage opportunities that are often only offered to high net worth or institutional investors via investment in the Company's common shares listed on the TSX Venture Exchange under the symbol V.TIE. Coloured Ties Capital is a 2022 TSXV 50 Company.
For further information please contact:
Coloured Ties Capital Inc.
https://www.colouredtiescapital.com
Kal Malhi Chief Executive Officer
kal@bullruncapital.ca
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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