Mineral Hill Has Unwound its Previously Announced Private Placement and Terminated its Definitive Acquisition Agreement
As stated in the Company's press release of February 21st, 2020, the Company had received subscription agreements for CAD $2,183,381, relating to the subscription of 2,183,381 common shares at a deemed issue price of CAD $1.00 per share. Funds in the amount of CAD $2,183,381 were received by the Company on account of its Private Placement. Out of the amounts received, USD $425,000 ($559,210 CAD) had been advanced for the benefit of Southern Colorado Real Estate Ventures Holdings LLC ("SCRH"), the proposed target and counterparty to the Definitive Acquisition Agreement dated January 28th, 2020.
As at today's date, the Company has unwound the Private Placement, returning all of the funds to the subscribers, and has entered into a Mutual Termination Agreement with SCRH terminating the Definitive Acquisition Agreement and releasing the parties from all obligations related thereto. As part of the unwinding of the Private Placement, promissory notes in connection with the USD $425,000 ($559,210 CAD) advanced for the benefit of SCRH were transferred to certain subscribers in the Private Placement in lieu of a return of their subscription funds.
As of the date of this press release, the Company's position regarding the Definitive Acquisition Agreement and Private Placement is as follows: (i) the Company has no further obligations concerning the return of funds to subscribers in the Private Placement, (ii) there are no debts owing to the Company on account of subscription funds previously advanced by the Company for the benefit of SCRH, and (iii) the Definitive Acquisition Agreement is terminated.
As previously announced on April 20th, 2020, the Company remains focused on the sourcing of real estate related projects and businesses as well as its current waste to energy converting technology "Enviro-X System".
The TSX Venture Exchange Inc. has in no way passed upon the merits of the foregoing and has neither approved nor disapproved the contents of this news release. 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 release.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION:
This news release may contain forward-looking information within the meaning of applicable securities laws. All information and statements other than statements of current or historical facts contained in this news release are forward-looking information.
Forward-looking statements are subject to various risks and uncertainties concerning the specific factors disclosed here and elsewhere in MHI's periodic filings with Canadian securities regulators. When used in this news release, words such as "will", "could", "plan", "estimate", "expect", "intend", "may", "potential", "should," and similar expressions, are forward- looking statements. Information provided in this document is necessarily summarized and may not contain all available material information.
Although the Company believes the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurances that its expectations will be achieved.
Factors that could cause actual results to differ materially from expectations include the Company's inability to obtain TSX Venture Exchange acceptance of the unwinding of PP1 on a timely basis.
In addition, the factors described or referred to in the section entitled "Risks and Uncertainties" in the MD&A for the year ended December 31, 2019, of MHI, which is available on the SEDAR website at www.sedar.com, should be reviewed in conjunction with the information found in this news release.
Although MHI has attempted to identify important factors that could cause actual results, performance, or achievements to differ materially from those contained in the forward-looking statements, there can be other factors that cause results, performance, or achievements not to be as anticipated, estimated, or intended. There can be no assurance that such information will prove to be accurate or that management's expectations or estimates of future developments, circumstances, or results will materialize. As a result of these risks and uncertainties, no assurance can be given that any events anticipated by the forward-looking information in this news release will transpire or occur, or, if any of them do so, what benefits that MHI will derive therefrom. Accordingly, readers should not place undue reliance on forward-looking statements. The forward-looking statements in this news release are made as of the date of this news release, and MHI disclaims any intention or obligation to update or revise such information, except as required by applicable law.
/NOT FOR DISSEMINATION IN THE UNITED STATES/
SOURCE Mineral Hill Industries Ltd.
contact the Company or: Dieter Peter, President & CEO, Phone: 1 (604) 617-6794