/THIS PRESS RELEASE IS NOT FOR PUBLICATION OR
DISSEMINATION IN THE UNITED
STATES. FAILURE TO COMPLY WITH THIS RESTRICTION MAY
CONSTITUTE A VIOLATION OF UNITED
STATES SECURITIES LAW./
These securities have not been and will not be registered under
the United States Securities Act of 1933, as amended, or the
securities laws of any state, and may not be offered or sold in
the United States unless an
exemption from registration is available. This press release does
not constitute an offer to sell or the solicitation of any offer to
buy these securities in the United
States.
VANCOUVER, BC, March 15, 2021 /CNW/ - AF2 Capital Corp.
("AF2" or the "Company") (TSXV: AF.P) is pleased to
announce that on March 15, 2021, it
has successfully completed its initial public offering
("Offering"), raising gross proceeds of $300,000 pursuant to a prospectus dated
February 17, 2021. An aggregate
of 3,000,000 common shares in the capital of the Company (the
"Shares") were subscribed for at a price of $0.10 per Share.
Haywood Securities Inc. (the "Agent") acted as the agent
for the Offering. The Agent received a cash commission equal
to 10% of the gross proceeds of the Offering and an option to
purchase 300,000 Shares at a price of $0.10 per Share for a period of 24 months from
the date of listing of the Shares on the TSX Venture Exchange (the
"Exchange").
The Company is a "capital pool company" and intends to use the
net proceeds of the Offering to identify and evaluate assets or
businesses for acquisition with a view to completing a "Qualifying
Transaction" under the policies of the Exchange. On March 12, 2021, the Exchange issued a bulletin
announcing the listing of the Shares as of market open on
March 15, 2021 and immediately
halting trading pending completion of closing of the Offering. The
Shares will resume trading under the trading symbol "AF.P"
on or about March 17, 2021.
Upon closing of the Offering, AF2 granted 500,000 stock options
to its directors and officers which are exercisable within ten
years from the date of the grant at an exercise price of
$0.10 per Share. As a result of the
closing of its initial public offering, AF2 now has 5,000,000
Shares issued and outstanding (2,000,000 of which are subject to
escrow restrictions).
About the Company
AF2 is a capital pool company ("CPC") within the meaning
of the policies of the Exchange that has not commenced commercial
operations and has no assets other than cash. The board of
directors of the Company consists of Messrs. Michael Galloro, Peter
Simeon and John Muffolini. The officers of the Company
are Michael Galloro, Chief Executive
Officer, and Jonathan Held, Chief
Financial Officer and Corporate Secretary. Except as
specifically contemplated in the Exchange's CPC policy, until the
completion of its Qualifying Transaction, the Company will not
carry on business, other than the identification and evaluation of
companies, business or assets with a view to completing a proposed
Qualifying Transaction.
Forward Looking Information
This news release contains statements about AF2's expectations
regarding the completion of the application for listing, and the
commencement of trading, on the Exchange that are forward-looking
in nature and, as a result, are subject to certain risks and
uncertainties, such as final listing approval from the Exchange.
Although AF2 believes that the expectations reflected in these
forward-looking statements are reasonable as AF2 assumes it will be
able to fulfill the terms of the conditional listing approval
granted by the Exchange, undue reliance should not be placed on
them as actual results may differ materially from the
forward-looking statements. Factors that could cause the actual
results to differ materially from those in forward-looking
statements include failure to fulfill conditions of listing and
inability to obtain required regulatory approvals. The
forward-looking statements contained in this news release are made
as of the date hereof, and AF2 undertakes no obligation to update
publicly or revise any forward-looking statements or information,
except as required by law.
Neither 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 news release.
SOURCE AF2 Capital Corp.