Hansco Capital Corp. Files Filing Statement Respecting Qualifying Transaction

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Vancouver, British Columbia–(Newsfile Corp. – August 18, 2022) – Hansco Capital Corp. (TSXV: HCO.P) (“Hansco” or the “Company“) is pleased to announce that it has filed a filing statement dated August 15, 2022 (the “Filing Statement“) in connection with its proposed “qualifying transaction,” as defined under TSX Venture Exchange (the “Exchange“) Policy 2.4 – Capital Pool Companies, respecting its previously announced transaction (the “Transaction“) with Aurex Energy Corp. (“Aurex“), pursuant to which Hansco will acquire 100% of the issued and outstanding common shares of Desert Strike Resources (US) Inc. (“DSRI“) from Aurex. DSRI holds a 70% right, title and interest in and to the Cook Property (the “Property“) located in Humboldt County, Nevada, subject to a 2.5% net smelter royalty interest. Assuming all conditions for closing are satisfied, the Company expects to close the Transaction on or about October 15, 2022, with trading in its common shares resuming shortly thereafter.

A technical report (the “Technical Report“) titled “NI 43-101 Technical Report on the Cook Property” having an effective date of April 18, 2022, prepared in accordance with NI 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101“) and the policies of the Exchange, has been prepared respecting the Property and was filed under the Company’s SEDAR profile in conjunction with the filing of the Filing Statement.

For further information, please refer to the Filing Statement and the Technical Report on SEDAR at www.sedar.com, as well as the press releases of the Company dated May 7, 2021, July 20, 2021, and August 11, 2022. The Company will provide further updates respecting the Transaction in due course. Trading of the common shares of Hansco will remain halted in connection with the dissemination of this press release and will recommence at such time as the Exchange may determine, having regard to the completion of certain requirements pursuant to Exchange Policy 2.4.

About Hansco

Hansco is a capital pool company in accordance with Exchange Policy 2.4 and its principal business is the identification and evaluation of assets or businesses with a view to completing a Qualifying Transaction.

For additional information, please refer to the Company’s disclosure record on SEDAR (www.sedar.com) or contact the Company as follows: Aris Morfopoulos, CFO, at (604) 721-2650.

Cautionary Note

Completion of the transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and if applicable pursuant to Exchange 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 management information circular or filing statement to be 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 a capital pool company should be considered highly speculative.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.

Forward-Looking Information

Certain statements contained in this press release constitute “forward-looking information” as such term is defined in applicable Canadian securities legislation. The words “may”, “would”, “could”, “should”, “potential”, “will”, “seek”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” and similar expressions as they relate to Hansco , including, the completion of the Transaction and the private placement and pro forma information regarding the Resulting Issuer, are intended to identify forward-looking information. All statements other than statements of historical fact may be forward-looking information. Such statements reflect Hansco’s current views and intentions with respect to future events, and current information available to them, and are subject to certain risks, uncertainties and assumptions, including, without limitation: the ability to obtain all requisite approvals (and otherwise satisfy all closing conditions) for the Transaction; the estimation of capital requirements; the estimation of operating costs; the timing and amount of future business expenditures; and the availability of necessary financing. Many factors could cause the actual results, performance or achievements that may be expressed or implied by such forward-looking information to vary from those described herein should one or more of these risks or uncertainties materialize. Such factors include but are not limited to: changes in economic conditions or financial markets; an escalation of the current COVID-19 pandemic; increases in costs; litigation; legislative, environmental and other judicial, regulatory, political and competitive developments; and exploration or operational difficulties. This list is not exhaustive of the factors that may affect forward-looking information. These and other factors should be considered carefully, and readers should not place undue reliance on such forward-looking information. Should any factor affect Hansco in an unexpected manner, or should assumptions underlying the forward-looking information prove incorrect, the actual results or events may differ materially from the results or events predicted. Any such forward-looking information is expressly qualified in its entirety by this cautionary statement. Moreover, Hansco does not assume responsibility for the accuracy or completeness of such forward-looking information. The forward-looking information included in this press release is made as of the date of this press release and Hansco undertakes no obligation to publicly update or revise any forward-looking information, other than as required by applicable law.

Neither the 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 press release.

NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/134279