SHANE RESOURCES ANNOUNCES CLOSING OF PRIVATE PLACEMENT WITH EMPATHO CORP.
Empatho Corp. (“Empatho”) and Shane Resources Ltd. (“Shane”) are pleased to announce that Empatho has closed a private placement (the “Offering”) through the issuance of 12,552,000 subscription receipts (each, a “Subscription Receipt” and collectively, the “Subscription Receipts”) at $0.25 per Subscription Receipt. Pursuant to the terms of a subscription receipt agreement, on the completion of certain escrow conditions each Subscription Receipt will be automatically converted, without payment of additional consideration, into a unit (a “Subscription Unit”), with each Subscription Unit being comprised of a common share (a “Subscription Share”) and a common share purchase warrant (a “Subscription Warrant”) of Empatho.
On the completion of the previously announced reverse takeover transaction (the “Transaction”) between Empatho and Shane, each Subscription Share and Subscription Warrant are to be immediately exchanged, for no additional consideration, for one common share of the resulting issuer and one common share purchase warrant of the resulting issuer.
In connection with the closing of the Offering, Empatho paid certain eligible persons cash commission of $251,040.00 and granted 1,004,160 finders and compensation warrants (each, a “Warrant” and collectively, the “Warrants”) with each Warrant entitling the holder to acquire a units (a “Units) of the resulting issuer, with each Unit being comprised of one common share of the resulting issuer and one common share purchase warrant of the resulting issuer. The Warrants are exercisable at a price of $0.25 per Unit for a period of twenty-four (24) months following the date of issuance.
The net proceeds of the Offering will be used for the payment of general working capital purposes.
The completion of this financing is further to Shane’s earlier announcement on April 9, 2021 wherein Shane announced it had entered into a letter of intent with Empatho whereby the parties will complete a business combination by way of a transaction that will constitute a reverse takeover of Shane by Empatho.
Empatho and its Business
Empatho is a virtual wellness firm with offices in Toronto and Ottawa, focused on a smart solution powered by proprietary PsychAI™ Artificial Intelligence (AI), that strategically guides you to achieve wellness goals. Empatho focus is a data-driven platform using the most advanced technology to activate patients in the management of their own health, uncovering unprecedented efficiencies and cost savings.
The securities to be issued in connection with the Transaction 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 (as defined in Regulation S promulgated under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Completion of the Transaction is subject to a number of conditions, including but not limited to, CSE acceptance, requisite shareholder approvals, and if applicable, disinterested 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 Listing Statement, as applicable, of the Company 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 Shane should be considered highly speculative.
About Shane Resources Ltd.
Shane Resources Ltd. is a mineral exploration company with no current activities or operations.
Cautionary Statements Regarding Forward-Looking Information
This news release contains “forward-looking information” within the meaning of applicable securities laws relating to the proposal to complete the Transaction and associated transactions. Any such forward-looking statements may be identified by words such as “expects”, “anticipates”, “believes”, “projects”, “plans” and similar expressions. Readers are cautioned not to place undue reliance on forward-looking statements. Statements about, among other things, the expected timing and terms of the Transaction, the Debenture Offering, and the Offering, the number of securities of Shane or the resulting issuer that may be issued in connection with the Transaction, the ownership ratio of the resulting issuer post-closing, the required shareholder approvals or the ability to obtain such approvals, Empatho’s strategic plans and the parties’ ability to satisfy closing conditions and receive necessary approvals are all forward-looking information. These statements should not be read as guarantees of future performance or results. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those implied by such statements. Although such statements are based on management’s reasonable assumptions, there can be no assurance that the Transaction will occur or that, if the Transaction does occur, it will be completed on the terms described above. Shane and Empatho assume no responsibility to update or revise forward-looking information to reflect new events or circumstances unless required by applicable law.
For more information, please contact:
Shane Resources Ltd.
Binyomin Posen, CEO and Director
Email: bposen@plazacapital.ca
Empatho Corp.
Yan Namer, President
Email: yan@empatho.com
Yan Namer
Empatho Corp.
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