Trading symbol: TSX-V-NEX: ENTH.H
VANCOUVER, May 22, 2020 /CNW/ - Entheos Capital Corp. (the
"Company"), is pleased to announce, that it has closed its
previously announced non-brokered private placement of $750,000 through the sale of 5,000,000 units
(each a "Unit") at a price of $0.15
per Unit.
Each Unit is comprised of one common share and one half of one
share purchase warrant. Each whole warrant entitles the holder to
acquire an additional common share at a price of $0.30 per share until May
22, 2021. All securities issuable in the Placement are
subject to a four month hold period expiring on September 23, 2020 in accordance with applicable
securities laws and the rules and policies of the TSX Venture
Exchange.
The Placement was originally intended to comprise 6,666,667
Units to raise aggregate gross proceeds of $1,000,000 but reduced to 5,000,000 Units at the
request of the TSX Venture Exchange as the Company remains listed
on NEX and is subject to a $750,000
maximum.
No finders' fees were payable in connection with the Placement.
The proceeds of the Placement will be utilized for general working
capital purposes.
As previously advised, the Company is actively seeking
opportunities to seek to graduate from the NEX. The Company is
focusing its review of acquisition opportunities to targets
involved in medical entheogenics. The Company has not yet
identified a proposed target and there can be no assurances that
the Company will identify a suitable target. Approval from the
Company's board of directors, shareholders and the TSX Venture
Exchange will be required before any change of business can
occur.
Existing insiders participated in the Placement acquiring an
aggregate of 895,000 Units on the same basis as other subscribers.
The participation in the placement by insiders of the Company
constitutes a "related party transaction" as such term is defined
under Multilateral Instrument 61-101 - Protection of Minority
Security Holders in Special Transactions ("MI 61-101"). The Company
is relying on exemptions from the formal valuation and minority
approval requirements under MI 61-101. The Company relied on
Section 5.5(c) of MI 61-101 for an exemption from the formal
valuation requirement and Section 5.7(1)(b) of MI 61-101 for an
exemption from the minority shareholder approval requirement of MI
61-101 as the Placement was (a) a distribution of securities of the
Company for cash consideration and there are no undisclosed
material events relating to the Company or its securities and (b)
the Company's securities are not listed on any market other than
the TSX Venture Exchange and the fair market value of the
securities distributed to the related parties did not exceed
$2,500,000.
Of the Units acquired by existing insiders, 320,000 Units,
representing 2.5% of the issued and outstanding shares, were
acquired by Sutton Ventures Ltd., a private entity owned and
controlled by Brayden Sutton, the
Company's CEO and a director. Prior to the Placement, Mr. Sutton
held, indirectly through Sutton Ventures Ltd., held 1,013,147
common shares, representing 12.98% of the then issued and
outstanding shares. Mr. Sutton now holds or exercises control or
direction of a total of 1,328,147 common shares representing 10.37%
of the current issued and outstanding shares of the Company, and on
a partially diluted basis, together with the warrants held by him,
as acquired in the Placement, would hold 14.90% of the then issued
and outstanding shares.
Mr. Sutton acquired the Units for cash on the same basis as
other subscribers and will evaluate his investment in the Company
and may increase or decrease his investment by future acquisitions
or dispositions of securities of the Company at his discretion, as
circumstances warrant. As of the date hereof, Mr. Sutton has no
immediate future intention to acquire additional securities of the
Company or dispose of securities of the Company that he
beneficially owns. A copy of the Early Warning Report for Mr.
Sutton will be available on SEDAR.
Entheos Capital Corp.
"Brayden R.
Sutton"
_______________________________________
Brayden
R. Sutton, Chief Executive Officer
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.
SOURCE Entheos Capital Corp.