ROUYN-NORANDA, QC, Nov. 29, 2019 /CNW Telbec/ - Fieldex Exploration Inc. (TSXV: FLX) (Frankfurt: F7E1) announces the termination of the Business Combination Agreement dated May 24, 2019, as amended, between Fieldex and Copeland Biosciences Corp. ("Copeland Biosciences") and of the Amalgamation Agreement dated as of May 24, 2019, as amended, among Fieldex, Copeland Biosciences and 1209908 B.C. Ltd., a wholly-owned subsidiary of Fieldex incorporated for the purposes of completing the proposed reverse take-over of Fieldex by Copeland Biosciences (the "Reverse Take-over"). The Business Combination Agreement and Amalgamation Agreement were terminated due to the failure by Copeland Biosciences to raise the minimum financing required as a closing condition for the Reverse Take-over.
As a result of the termination of the two agreements, Fieldex will not proceed with the Reverse Take-over. Fieldex will focus on finding other opportunities to increase shareholder value. In addition, none of the resolutions relating to the Reverse Take-over approved by Fieldex shareholders at the annual and special meeting held on August 5, 2019 will be carried out, including the change of Fieldex's corporate name to "Copeland Biosciences Corp", the change of the province in Canada where the registered office of Fieldex is located from Québec to Ontario, the voluntary delisting of the common shares of Fieldex from the TSX Venture Exchange ("TSXV") and the listing of the common shares of Fieldex on the Canadian Securities Exchange. There is no penalty receivable or payable by Fieldex in connection with the termination of the Reverse Take-over.
Trading in Fieldex's shares was halted on June 6, 2017 in accordance with the policies of TSXV. Given the termination of the Business Combination Agreement and Amalgamation Agreement, Fieldex will file an application with the TSXV to request that trading of its common shares resume. Fieldex will confirm in press release the date, if any, on which trading in its common shares will resume on the TSXV.
Fieldex is a mineral resource company based in Québec. As of the date hereof, Fieldex has 15,668,023 common shares issued and outstanding.
Neither 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.
SOURCE Fieldex Exploration Inc.
For further information: Martin Dallaire, eng, President & Chief Executive Officer, Tel.: (819) 762-0609, Fax: (819) 762-0097, [email protected]