Toronto, Ontario–(Newsfile Corp. – July 20, 2022) – 1287390 B.C. Ltd. (“390“) and NiCAN Limited (“NiCAN“) are pleased to announce that the parties have received conditional approval from the TSX Venture Exchange (the “TSXV“) for their previously announced business combination transaction (the “Transaction“) in accordance with Policy 5.2 of the TSXV, pursuant to which 390 and NiCAN will, among other things, amalgamate and continue as one corporation (the “Resulting Issuer“) under the provisions of the Business Corporations Act (Ontario).
The Transaction remains subject to final approval of the TSXV and satisfaction of closing conditions customary for transactions of this nature. The Resulting Issuer, upon completion of the Transaction, will continue under the name “NiCAN Limited” and it is anticipated that the common shares of the Resulting Issuer will commence trading on the TSXV under the symbol “NICN”. The Transaction is expected to close on or around July 25, 2022.
Further to 390’s press release dated April 8, 2022, the net proceeds from NiCAN’s non-brokered private placement (the “Concurrent Financing“) of (i) 8,177,500 non flow-through subscription receipts (the “HD Subscription Receipts“) at a price of $0.40 per HD Subscription Receipt; and (ii) 6,305,946 flow-through subscription receipts (the “FT Subscription Receipts“) at a price of $0.45 per FT Subscription Receipt (for gross proceeds of $6,108,675.70) will be released from escrow prior to the closing of the Transaction. In addition, each HD Subscription Receipt will convert into one common share of NiCAN and each FT Subscription Receipt will convert into one “flow-through” common share of NiCAN.
In connection with the Transaction, 390 also completed a private placement on July 18, 2022 whereby it issued 70,500 common shares in the capital of 390 (“390 Shares“) at a price of $0.307 per 390 Share for gross proceeds of $21,643.50. Prior to the closing of the Transaction, the 390 Shares will be consolidated on a one old 390 Share for 0.728 new 390 Share basis and 390 will effect a continuance into Ontario pursuant to the terms of the Business Corporations Act (Ontario).
390 has filed a filing statement dated July 19, 2022 (the “Filing Statement“) with the TSXV and on SEDAR. Additional information in respect of the Transaction, NiCAN, the Wine Property and the Concurrent Financing can be found in the Filing Statement. Readers are encouraged to review the Filing Statement for full details on the Transaction.
NiCAN Limited is a private mineral exploration company, focused on high quality nickel-copper opportunities in stable jurisdictions on known mineral belts. NiCAN is actively exploring two projects, the Wine Property and the Pipy Project, both located in known mining jurisdictions in Manitoba, Canada.
1287390 B.C. Ltd.
James Ward, Director
President and CEO
Completion of the Transaction and the proposed listing of the Resulting Issuer’s common shares on the TSXV is subject to a number of conditions, including but not limited to, final TSXV 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 Filing Statement 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 NiCAN and 390 should be considered highly speculative.
THE TSX VENTURE EXCHANGE INC. HAS IN NO WAY PASSED UPON THE MERITS OF THE TRANSACTION AND HAS NEITHER APPROVED NOR DISAPPROVED THE CONTENTS OF THIS NEWS RELEASE.
Further details of the Transaction, including the proposed listing of the Resulting Issuer’s common shares on the TSXV, will be included in subsequent news releases and disclosure documents to be filed by 390.
Cautionary Note Regarding Forward-Looking Statements
The information contained herein contains “forward-looking statements” within the meaning of applicable securities legislation. Forward-looking statements include, but are not limited to, statements with respect to: the terms and conditions of the Transaction; the closing date of the Transaction; the satisfaction of the escrow release conditions in connection with the Concurrent Financing; use of proceeds from the Concurrent Financing; the ability of the parties to receive the final approval of the TSXV in respect of the Transaction; future development plans; and the business and operations of the Resulting Issuer after the Transaction. Forward-looking statements relate to information that is based on assumptions of management, forecasts of future results, and estimates of amounts not yet determinable. Any statements that express predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance are not statements of historical fact and may be “forward-looking statements.” Forward-looking statements are subject to a variety of risks and uncertainties which could cause actual events or results to differ from those reflected in the forward-looking statements, including, without limitation: risks related to failure to obtain adequate financing on a timely basis and on acceptable terms; risks related to the outcome of legal proceedings; political and regulatory risks associated with mining and exploration; risks related to the maintenance of stock exchange listings; risks related to environmental regulation and liability; the potential for delays in exploration or development activities or the completion of feasibility studies; the uncertainty of profitability; risks and uncertainties relating to the interpretation of drill results, the geology, grade and continuity of mineral deposits; risks related to the inherent uncertainty of production and cost estimates and the potential for unexpected costs and expenses; results of prefeasibility and feasibility studies, and the possibility that future exploration, development or mining results will not be consistent with NiCAN’s expectations; risks related to commodity price fluctuations; and other risks and uncertainties related to NiCAN’s prospects, properties and business detailed elsewhere in 390’s disclosure record. Should one or more of these risks and uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking statements. Investors are cautioned against attributing undue certainty to forward-looking statements. These forward-looking statements are made as of the date hereof and 390 and NiCAN do not assume any obligation to update or revise them to reflect new events or circumstances. Actual events or results could differ materially from 390’s and NiCAN’s expectations or projections.
Not for distribution to United States news wire services or for dissemination in the United States.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/131480
Expressions of Interest for Director of the European Bank for Reconstruction and Development
The Minister for Finance, Michael McGrath, is inviting Expressions of Interest from suitably qualified candidates to be considered as Ireland’s Director of the London-based European Bank for Reconstruction and Development (EBRD). The remunerated position of Director is an important post with a demanding workload. A full-time residential position, it is based at Bank headquarters in London.
The Minister’s nominee is expected to be appointed by the EBRD, with the agreement of Ireland’s Constituency partner countries, for a three-year term from 1 August 2024.
Minister McGrath commented:
“This is an exciting opportunity to represent Ireland (and our Constituency partners Denmark, Lithuania and Kosovo) as a Director on the Board of the European Bank for Reconstruction and Development overseeing the policy-making and governance of the Bank. The EBRD is a unique International Financial Institution supporting projects across three continents. By investing in projects which otherwise would not be fully met by the market, the EBRD promotes entrepreneurship and fosters transition towards open and sustainable market economies. I am keen to ensure our Irish representative has the ability, education, vision, and experience to make a significant contribution to the Board and brings a range of skills and diverse perspective to the deliberations of the Board.
My nominee will need high competence in economic and financial matters. Expertise can come from notable or significant achievements in the corporate or financial sector, academia, policy-focused institutions, or public service. Importantly, they will have the highest ethical standards, a strong sense of professionalism and commitment, and dedication to serving the interests of all the shareholders and be able to make themself readily available to the Board in the fulfilment of their duties.”
Expressions of interest will be accepted up to 3pm on 27th March 2024
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Council adopts regulation on instant payments
The Council adopted today a regulation that will make instant payments fully available in euro to consumers and businesses in the EU and in EEA countries.
The new rules will improve the strategic autonomy of the European economic and financial sector as they will help reduce any excessive reliance on third-country financial institutions and infrastructures. Improving the possibilities to mobilize cash-flows will bring benefits for citizens and companies and allow for innovative added value services.
The instant payments regulation will allow people to transfer money within ten seconds at any time of the day, including outside business hours, not only within the same country but also to another EU member state. The regulation takes into consideration particularities of non-euro area entities.
Payment service providers such as banks, which provide standard credit transfers in euro, will be required to offer the service of sending and receiving instant payments in euro. The charges that apply (if any) must not be higher than the charges that apply for standard credit transfers.
The new rules will come into force after a transition period that will be faster in the euro area and longer in the non-euro area, that needs more time to adjust.
The regulation grants access for payment and e-money institutions (PIEMIs) to payment systems, by changing the settlement finality Directive (SFD). As a result, these entities will be covered by the obligation to offer the service of sending and receiving instant credit transfers, after a transitional period. The regulation includes appropriate safeguards to ensure that the access of PIEMIs to payment systems doesn’t carry additional risk to the system.
Under the new rules, instant payment providers will need to verify that the beneficiary’s IBAN and name match in order to alert the payer to possible mistakes or fraud before a transaction is made. This requirement will apply to regular transfers too.
The regulation includes a review clause with a requirement for the Commission to present a report containing an evaluation of the development of credit charges.
This initiative comes in the context of the completion of the capital markets union. The capital markets union is the EU’s initiative to create a truly single market for capital across the EU. It aims to get investment and savings flowing across all member states for the benefit of citizens, businesses, and investors.
On 26 October 2022 the Commission put forward a proposal on instant payments that amends and modernises the single euro payments area (SEPA) regulation of 2012 on standard credit transfers in euro by adding to it specific provisions for instant credit transfers in euro.
Source: European Council
FCA highlights need for enhanced competition in wholesale data markets
The FCA has unveiled the outcomes of its in-depth study into the wholesale data market, focusing on the sectors of credit ratings data, benchmarks, and market data vendor services.
Despite deciding against major regulatory actions due to the risk of unintended consequences that could affect the data’s availability and quality—a crucial resource for global investors—the FCA has pinpointed several areas where competition could be significantly improved.
The study’s revelations indicate that the current state of competition in these markets may lead to users incurring higher costs for data than would be the case in a more competitive environment. This concern is particularly pressing given the critical role that such data plays in supporting effective investment decisions across the financial sector.
In a move to address these findings, the FCA has proposed initiatives aimed at ensuring wholesale data is distributed under fair, reasonable, and transparent conditions. This approach forms a part of the regulator’s broader strategy to ‘repeal and replace’ assimilated EU law, reinforcing the UK’s status as a premier global financial hub fostering investment, innovation, and sustainable growth.
Sheldon Mills, the FCA’s Executive Director of Consumers and Competition, emphasised the importance of quality and accessible wholesale data for the efficiency of financial markets. “The quality and availability of wholesale data is integral to well-functioning wholesale financial markets,” Mills stated. He further clarified, “Our market study found that firms can access the data they need to make effective investment decisions. We do not believe the case has been made for significant interventions. However, we will examine ways to help support wholesale data being provided on fair, reasonable and transparent terms.”
In its commitment to fostering a competitive and fair marketplace, the FCA will continue to scrutinize allegations of anti-competitive behavior across all markets, including wholesale data markets, leveraging its powers under the Competition Act to address any such issues.
Source: Fintech Global
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