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MONTREAL, Aug. 29, 2016 /CNW Telbec/ - Element 79 Capital Inc. (TSXV: EMS.P) ("Element 79" or the "Company"), a capital pool company listed on the TSX Venture Exchange (the "TSXV"), announces that the TSXV has conditionally accepted the Company's application to extend the period by which it has to complete a Qualifying Transaction. As a result, Element 79 has until September 14, 2016 to complete a Qualifying Transaction or it will be transferred to the NEX (the "Extension").
As set out in a news release dated December 2, 2015, the TSXV has conditionally accepted Element 79's proposed qualifying transaction (the "Transaction") with Benton Resources Inc. ("Benton"). A filing statement prepared in accordance with the requirements of the TSXV in connection with the Transaction has been filed with the Exchange and the applicable Canadian securities regulators on SEDAR and is available at www.sedar.com.
To date, the Company has made progress towards completing the Transaction, but has not completed the Transaction within the allotted period. Therefore, the Company sought and obtained, as a precautionary measure prior to the Extension being granted by the TSXV, the requisite shareholder approval (exclusive of the votes of non-arm's length parties to Element 79) for a potential NEX transfer at a meeting of its shareholders held on February 24, 2016 (the "Meeting"). In addition, at the Meeting, shareholders approved the cancellation of 2,000,000 seed shares of Element 79 held in escrow in accordance with the TSXV Policy 2.4 in the event a NEX transfer becomes necessary.
Completion of the Transaction is subject to a number of conditions, including but not limited to, Exchange acceptance. 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 TSX Venture Exchange Inc. 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 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.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION: This news release includes certain "forward-looking statements" under applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect to: the terms and conditions of the proposed Transaction; the terms and conditions of the proposed Private Placement; use of funds; and the business and operations of the Resulting Issuer after the proposed Transaction. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic, competitive, political and social uncertainties; delay or failure to receive board, shareholder or regulatory approvals; and the ability of the Resulting Issuer to execute and achieve its business objectives. 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. Element 79 disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
SOURCE Element 79 Capital Inc.
For further information: Element 79 Capital Inc., Edward Ierfino, President and Chief Executive Officer, (514) 562-1374