Knowlton Capital obtains conditional approval from the TSX Venture Exchange for reverse take-over with Leni Gas Cuba Limited

MONTREAL, June 28, 2016 /CNW Telbec/ - Knowlton Capital Inc. ("Knowlton") (TSXV: KWC‑H) is pleased to announce that the TSX Venture Exchange has conditionally accepted the previously-announced reverse take-over ("RTO") of Knowlton by Leni Gas Cuba Limited ("LGC"), subject to Knowlton fulfilling all of the requirements of the Exchange.

The RTO with LGC and related matters are subject to approval by Knowlton's shareholders and will be voted on at Knowlton's annual and special meeting to be held in Montreal, Québec on July 6, 2016.

The RTO is also subject to approval by LGC's shareholders, who will vote on a scheme of arrangement to effect the RTO at a meeting of LGC shareholders to be held in London, England on July 1, 2016.

If the RTO is approved by Knowlton's shareholders and LGC's shareholders, it is expected that LGC will seek a final order for the scheme of arrangement from the British Virgin Islands High Court on July 7, 2016.  If a final order is granted by the BVI High Court, Knowlton expects that the closing of the RTO will take place shortly thereafter.  In that event, Knowlton will issue a further press release announcing the date on which Knowlton's shares will commence trading on the TSX Venture Exchange under the name "LGC Capital Ltd.", the "resulting issuer" from the RTO.

Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Completion of the RTO between Knowlton and LGC is subject to a number of conditions, including disinterested shareholder approval.  The RTO cannot close until the required shareholder approval is obtained.  There can be no assurance that the RTO will be completed as proposed or at all.  Investors are cautioned that, except as disclosed in Knowlton's management information circular dated June 9, 2016 prepared in connection with the RTO, any information released or received with respect to the RTO may not be accurate or complete and should not be relied upon.  Trading in the securities of Knowlton should be considered highly speculative.


SOURCE Knowlton Capital

For further information: Rafi Hazan, Chief Financial Officer, Knowlton Capital Inc., Tel: (514) 839-7234

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