Value Capital Trust Announces Results of Unitholder Meeting

Calgary, Alberta–(Newsfile Corp. – May 10, 2021) – Value Capital Trust (TSXV: VLU.P) (“Value” or the “Trust“) is pleased to announce that at the annual general and special meeting of the unitholders held on April 29, 2021 (the “Meeting“), the unitholders of the Trust (the “Value Unitholders“) approved all of the resolutions to be voted on by the Value Unitholders which were set forth in the management information circular dated March 31, 2021 (the “Information Circular“), available on Value’s SEDAR profile at www.sedar.com.

At the Meeting, the Value Unitholders approved by 100% of the votes cast by them, ordinary resolutions authorizing: (i) fixing the number of trustees of Value to be elected at four; (ii) election of directors of Value; and (iii) appointment of MNP LLP as auditor of the Trust.

Further, and in accordance with the new requirements of the TSX Venture Exchange (the “Exchange“) Policy 2.4 with respect to Capital Pool Companies, effective January 1, 2021 (the “Updated CPC Policy“), the disinterested unitholders of Value approved by 100% of the votes cast by them, an ordinary resolution authorizing: (i) the approval of the Stock Option Plan; (ii) the removal of the consequences associated with the Trust not completing a Qualifying Transaction within 24 months of its listing date; and (iii) the entering into of a new escrow agreement to effect the new provisions of the Updated CPC Policy. The Trust has obtained conditional approval from the Exchange for bringing into effect the Updated CPC Policy provisions receiving disinterested shareholder approval.

For further information, please contact:

Value Capital Trust
Nathan Smith
Chief Executive Officer
Telephone: (345) 926-4915

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.

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 completion of a Qualifying Transaction and approval of the Exchange. 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 that 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 identifying a potential transaction that will constitute the Qualifying Transaction. 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. Value 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.

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

Not for distribution in the U.S. or to U.S. newswire services.

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