Calgary, Alberta–(Newsfile Corp. – March 4, 2021) – Quantum Blockchain Technologies Ltd. (TSXV: QBC.P) (the “Corporation“) is pleased to announce that all matters submitted to shareholders for approval as set out in detail in the Corporation’s management information circular (“Circular“) dated January 26, 2021 were approved at the annual general and special meeting of the shareholders of the Corporation held on February 26, 2021 (the “Meeting“).
At the Meeting, MNP LLP was reappointed as the auditor of the Corporation and Keith J. Erickson, Roger M. Jewett, Johannes J. Kingma and Robert J. Quinn were elected as directors of the Corporation. The shareholders also approved a special resolution authorizing the directors to change the name of the Corporation to “Ocumetics Technology Corp.”, or such other name as the directors may determine, in connection with the Corporation’s proposed amalgamation with Ocumetics Technology Corp. (“Ocumetics“) announced on March 1, 2021.
In addition to the above, disinterested shareholders of the Corporation voted in favour of the following resolutions proposed in the Circular, thereby implementing the certain changes needed to transition to the TSX Venture Exchange’s Policy 2.4 – Capital Pool Companies effective as at January 1, 2021:
amendment of the Corporation’s Stock Option Plan to become a “10% rolling” plan prior to the Corporation completing a Qualifying Transaction;
removal the consequences of failing to complete a Qualifying Transaction within 24 months of the date the Corporation’s Common Shares became listed on the TSX Venture Exchange (the “TSXV”); and,
authorizing the Corporation to enter into a new escrow agreement in the form adopted by the for CPCs on January 1, 20201 to supersede the Corporation’s existing escrow agreement.
The Corporation is a capital pool Corporation pursuant to Policy 2.4 of the TSXV. Except as specifically contemplated in such policy, until the completion of its Qualifying Transaction, the Corporation will not carry on business, other than the identification and evaluation of companies, businesses or assets with a view to completing a proposed Qualifying Transaction. Investors are cautioned that trading in the securities of a CPC is considered highly speculative.
Quantum has entered into an amalgamation agreement with Ocumetics pursuant to which it will complete a three-cornered amalgamation (the “Transaction“) with Ocumetics and 2321205 Alberta Ltd., which is Quantum’s wholly-owned Alberta subsidiary. See the Corporation’s press release dated March 1, 2021 for details with respect to the Transaction. Completion of the Transaction is subject to a number of conditions including, but not limited to, the approval of the TSXV. If approved, the Transaction will constitute the Corporation’s Qualifying Transaction and a Reverse Takeover under the policies of the TSXV. Upon closing of the transaction, the resulting issuer expects to list as a Tier 2 Life Sciences Issuer.
Trading of Quantum Shares
Pursuant to the policies of the TSXV, trading of the shares of Quantum has been halted on the TSXV and will remain halted until the conditions of the TSXV for the resumption of trading have been met.
FOR FURTHER INFORMATION, PLEASE CONTACT:
Roger Jewett, CA
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Statements
This press release contains forward-looking statements which reflect management’s expectations regarding future growth, results of operations, performance and business prospects of the Corporation. These forward-looking statements may relate to, among other things, the completion of a business combination with Ocumetics Technology Corp., the future business of the Corporation, forecasts or expectations regarding business outlook for the Corporation, and may also include other statements that are predictive in nature, or that depend upon or refer to future events or conditions, and can generally be identified by words such as “may”, “will”, “expects”, “anticipates”, “intends”, “plans”, “believes”, “estimates”, “guidance” or similar expressions. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances are forward-looking statements.
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 the Corporation. The reader is cautioned not to place undue reliance on any forward-looking information. Although such information is considered reasonable by management at the time of preparation, it 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 the Corporation do 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 required by securities law.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/76048