Routemaster Receives Final TSX Venture Exchange Approval for $600,000.00 Private Placement
24 July 2020 - 11:18AM
Routemaster Capital Inc. (TSXV: RM) (“
Routemaster”
or the “
Company”) is pleased to announce that
pursuant to the press release of the Company dated June 26, 2020,
it has received final approval from the TSX Venture Exchange the
(“
TSXV”) to close the previously announced
non-brokered private placement financing of units (the
“
Units”) for gross proceeds of $600,000 (the
“
Offering”).
The Company wishes to clarify that certain
officers, directors and insiders of the Company purchased or
acquired direction and control over a total of 7,771,940 Units
under the Offering. Each such placement to those persons
constitutes a “related party transaction” within the meaning of TSX
Venture Exchange Policy 5.9 and Multilateral Instrument 61-101
-Protection of Minority Security Holders in Special Transactions
(“MI 61-101”) adopted in the Policy. The Company
has relied on exemptions from the formal valuation and minority
shareholder approval requirements of MI 61-101 contained in
sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of related
party participation in the placements as neither the fair market
value (as determined under MI 61-101) of the subject matter of, nor
the fair market value of the consideration for, the transaction,
insofar as it involved the related parties, exceeded 25% of the
Company’s market capitalization (as determined under MI 61-101).
Further details will be included in a material change report to be
filed by the Company.
The securities offered under the Offering have
not been registered under the U.S. Securities Act of 1933, as
amended, and may not be offered or sold in the United States absent
registration or an applicable exemption from the registration
requirements. 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.
About Routemaster Capital
Inc.:Routemaster Capital Inc. is a Canadian investment
company that carries on business with the objective of enhancing
shareholder value.
For further information, please contact:Fred
LeighPresident and Chief Executive OfficerTel: +1 (416)
861-1685
FORWARD LOOKING STATEMENTS:
This news release contains certain forward-looking statements,
including statements regarding the intended use of proceeds, use of
proceeds and other matters relating to the Offering. These
statements are subject to a number of risks and uncertainties.
Actual results may differ materially from results contemplated by
the forward-looking statements. When relying on forward-looking
statements to make decisions, investors and others should carefully
consider the foregoing factors and other uncertainties and should
not place undue reliance on such forward-looking statements. The
Company does not undertake to update any forward looking
statements, oral or written, made by itself or on its behalf,
except as required by applicable law.
This news release does not constitute an offer
to sell or a solicitation of an offer to buy any of the securities
in the United States. The securities have not been and will
not be registered under the United States Securities Act of 1933,
as amended (the “U.S. Securities Act”) or any
state securities laws and may not be offered or sold within the
United States or to U.S. Persons unless registered under the U.S.
Securities Act and applicable state securities laws or an exemption
from such registration is available.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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