Vancouver, British Columbia–(Newsfile Corp. – December 2, 2020) – Quendale Capital Corp. (TSXV: QOC.P) (“Quendale“) is pleased to announce that, further to its press releases dated August 31, 2020, November 17, 2020 and November 27, 2020 describing a business combination (the “Transaction“) with a wholly-owned subsidiary of Quendale (“Quendale Subco“) and Prairie Storm Energy Corp. (“Prairie Storm“), it has received conditional approval from the TSX Venture Exchange (the “TSXV“) for the Transaction as Quendale’s “Qualifying Transaction”, as such term is defined in TSXV Policy 2.4 (the “CPC Policy“). The conditional acceptance is valid for a 90 day period from November 30, 2020.
The TSXV has also approved the filing of Quendale’s filing statement dated November 29, 2020 (the “Filing Statement“), prepared in connection with the Transaction. Further information concerning Quendale, Prairie Storm and the Transaction is contained in the Filing Statement which is available for review under Quendale’s SEDAR profile at www.sedar.com.
Subject to satisfaction of all conditions and approvals in accordance with the terms of the amalgamation agreement (the “Amalgamation Agreement“) entered into among Quendale, Quendale Subco and Prairie Storm dated November 16, 2020, including final acceptance by the TSXV of the Transaction as Quendale’s Qualifying Transaction and its approval of the listing of the common shares of the combined entity (the “Resulting Issuer Shares“) on the TSXV, the Transaction is expected to close on or about December 16, 2020, or such other date as may be agreed upon by Quendale and Prairie Storm (the “Closing Date“). Upon completion of the Transaction, Quendale expects the Resulting Issuer Shares to commence trading on the TSXV under the symbol “PSEC” on or about December 21, 2020.
The common shares of Quendale are currently suspended from trading and are expected to remain suspended pending completion of the Transaction.
All information contained in this press release with respect to Quendale and Prairie Storm was supplied by the parties respectively for inclusion herein, without independent review by the other party, and each party and it’s directors and officers have relied on the other party for any information concerning the other party.
Additional terms of the Transaction were previously disclosed in the press releases of Quendale dated August 31, 2020, November 17, 2020, and November 27, 2020 and are available under Quendale’s SEDAR profile at www.sedar.com.
For further information:
Quendale Capital Corp.
Richard A. Graham
President, Chief Executive Officer, Chief Financial Officer, Corporate Secretary, and Director
Prairie Storm Energy Corp.
Hugh G. Ross
President and Chief Executive Officer
Vice President, Busines Development
Completion of the Transaction is subject to a number of conditions, including but not limited to, TSXV acceptance and if applicable pursuant to the TSXV requirements, majority of the minority shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. 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 Filing Statement filed 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 TSXV has in no way passed upon the merits of the Transaction and has neither approved nor disapproved of the contents of this press release.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
This press release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. Any statements that are contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as “may”, “should”, “anticipate”, “will”, “estimates”, “believes”, “intends” “expects” and similar expressions which are intended to identify forward-looking information or statements. More particularly and without limitation, this press release contains forward-looking statements and information concerning: the Transaction and the satisfaction of the conditions to completion thereof; the proposed structure by which the Transaction is to be completed; that the Transaction will constitute a Qualifying Transaction, as such term is defined in the CPC Policy, the anticipated Closing Date, and the commencement of trading of the Resulting Issuer Shares on the TSXV and the expected timing thereof. Quendale cautions that all forward-looking statements are inherently uncertain, and that actual performance may be affected by a number of material factors, assumptions and expectations, many of which are beyond the control of Quendale and Prairie Storm, including expectations and assumptions concerning Quendale, Prairie Storm, the Transaction, the timely receipt of all required TSXV and regulatory approvals and exemptions (as applicable), and the satisfaction of other closing conditions in accordance with the terms of the Amalgamation Agreement, as well as other risks and uncertainties, including those described in Quendale’s final prospectus dated May 10, 2018 filed with the British Columbia Securities Commission, the Alberta Securities Commission and the Ontario Securities Commission and available under Quendale’s SEDAR profile at www.sedar.com. The reader is cautioned that assumptions used in the preparation of any forward-looking information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of Quendale. The reader is cautioned not to place undue reliance on any forward-looking information. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement.
The forward-looking statements contained in this press release are made as of the date of this press release, and Quendale does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by securities law.
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This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.
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