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TORONTO, Oct. 6, 2021 /CNW/ - Forward Water
Technologies Inc. ("FWT") and Hope Well Capital Corp.*
(TSXV: HOPE.P) ("HWCC" or the "Company")
(together with FWT, the "Parties") are pleased to announce
that the TSX Venture Exchange (the "TSXV") has conditionally
approved the previously announced proposed qualifying transaction
between FWT and HWCC pursuant to the terms of the business
combination agreement dated June 2, 2021 between HWCC and FWT
(the "Proposed Transaction"), which was further
amended on August 30, 2021 (the "BCA Amendment").
In connection with the Proposed Transaction, the Company has
filed its filing statement dated October 6, 2021 (the
"Filing Statement") on SEDAR. Investors are encouraged to
review the Filing Statement on the Company's SEDAR profile at
www.sedar.com as well as the news releases of HWCC dated
August 5, 2021, July 26, 2021, June 4, 2021,
June 3, 2021, April 13, 2021, and February 9, 2021.
The Filing Statement provides detailed information about, among
other things, the Proposed Transaction, FWT, the Company, and the
resulting issuer following the completion of the Proposed
Transaction (the "Resulting Issuer").
Assuming all conditions are satisfied, HWCC and FWT anticipate
that the Proposed Transaction will close on or about
October 19, 2021 and that trading of the Resulting Issuer's
common shares will commence shortly thereafter. The Company will
issue a further news release once the TSXV issues its bulletin
announcing its acceptance of the qualifying transaction and the
date that trading of the common shares of the Resulting Issuer is
expected to commence on the TSXV. The Resulting Issuer's common
shares will trade under the trading symbol "FWTC".
Prior to closing of the Proposed Transaction HWCC will change
its name to "Forward Water Technologies Corp." (the "Name
Change").
Completion of the Proposed Transaction is subject to a number of
conditions including, but not limited to: (a) receipt of
regulatory approvals; (b) the TSXV's acceptance of the
Proposed Transaction as HWCC's qualifying transaction; and
(c) receipt of TSXV approval for listing of the Resulting
Issuer' common shares. There can, however, be no assurance that the
Proposed Transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the Filing
Statement, any information released or received with respect to the
Proposed Transaction may not be accurate or complete and should not
be relied upon.
Trading in the securities of a capital pool company should be
considered highly speculative. Shares of HWCC are currently halted
from trading on the TSXV.
New Directors
In the news release dated June 3, 2021, the Company
announced the proposed board of directors of the Resulting Issuer.
Since that time, Mr. Sheldon Kales
has advised FWT and the Company that he intends to resign from the
board of directors upon closing of the Proposed Transaction due to
time commitments and constraints. FWT and the Company have decided
to replace Mr. Sheldon Kales with
Ms. Lea Ray. Additionally, FWT and
the Company have decided to expand the board of the Resulting
Issuer to include six directors. The new director will be Mr.
Gerald Goldberg. The biographies of
Ms. Ray and Mr. Goldberg are included in the Filing Statement and
reproduced below.
Lea Ray,
Director
Ms. Ray has over 14 years of experience working as a director on
both public and private sector boards. Ms. Ray's experience
includes serving as the Board Chair and Audit Committee Chair of
both RFA Bank of Canada and
Aleafia Health Inc. (TSXV). Ms. Ray has also served as the Audit
Committee Chair of Patriot One Technologies Inc. (TSX), Pro-Demnity
Insurance Company, the Workplace Safety and Insurance Board
(Ontario), Tarion Warranty
Corporation, and the Rouge Valley Health System. Ms. Ray is a
certified director of the Institute of Corporate Directors and
holds a CA designation from the Canadian Institute of Chartered
Accountants, as well as a Bachelor of Commerce degree from the
University of Windsor.
Gerald Goldberg,
Director
Mr. Goldberg has over 40 years of experience working as an
accountant. Mr. Goldberg is currently the Chief Executive Officer
of Golden Hills Financial Inc. Mr. Goldberg was previously a senior
partner at the accounting firm Schwartz Levitsky Feldman LLP and
has served as the Chief Executive Officer of Canada House Wellness
Group Inc. and Osoyoos Cannabis Inc. Mr. Goldberg has also
previously served as the Chief Financial Officer of Capricorn
Business Acquisitions Inc. Mr. Goldberg's experience also includes
serving as a board member to both Toronto Stock Exchange and TSXV
listed companies, including PineTree Capital Ltd. (TSX), Prime City
One Capital Corp. (formerly Scorpio Capital Corp.) (TSXV), Jite
Technologies Inc. (TSXV), and Harborside Inc. (formerly Grasslands
Entertainment Inc.) (TSXV). Mr. Goldberg has also previously served
as a board member of companies listed on the Canadian Securities
Exchange. Mr. Goldberg holds a CPA from the Canadian Institute of
Charter Accountants as well as a Certificate in the Theory of
Accounting from the University of South
Africa.
BCA Amendment
Under the terms of the BCA Amendment, the Parties agreed to
extend the deadline (from August 31,
2021 to November 14, 2021) for completing certain
conditions for closing the Proposed Transaction. Further, the
Parties amended the definition of the previously disclosed FWT
finder's fee to clarify that FWT's obligation on closing is to pay
the finder 220,640 units of FWT rather than shares of FWT, with the
units having the same terms as the units underlying the FWT
subscription receipts sold to investors on June 4 and
July 26, 2021. Specific details are disclosed in the Filing
Statement.
About Forward Water Technologies Inc.
FWT is an Ontario corporation
dedicated to the commercialization of its proprietary forward
osmosis technology. The technology allows manufacturing operations
to clean their wastewater that would otherwise require costly
disposal. The technology also enables the reclamation of up to 90%
of the waste as clean water and the return of this valuable
resource to the environment. Alternatively, the clean water can be
reused by manufacturing operations to reduce their overall water
consumption and environmental footprint.
FWT's corporate office is located in Toronto, Ontario and its research, development
and engineering office is located in Sarnia, Ontario. For more information on
Forward Water Technologies Inc., please visit:
https://www.forwardwater.com.
About Hope Well Capital Corp.
HWCC is a capital pool company governed by the policies of the
TSXV. HWCC's principal business is the identification and
evaluation of assets or businesses with a view to complete a
qualifying transaction. Investors are cautioned that trading in the
securities of a capital pool company should be considered highly
speculative.
Forward-Looking Information
This news release contains "forward-looking information" within
the meaning of applicable securities laws. Forward-looking
information can be identified by words such as: "intend",
"believe", "estimate", "expect", "may", "will" and similar
references to future periods. Examples of forward-looking
information include, among others, statements made regarding
closing of the Proposed Transaction, the trading of the Resulting
Issuer's common shares, the Name Change, the conditions of the
Proposed Transaction, as well as information relating to FWT. The
information about FWT contained in this news release has not been
independently verified by HWCC. Although HWCC believes that, in
light of the experience of its officers and directors, current
conditions and expected future developments and other factors that
have been considered appropriate, the expectations reflected in
this forward-looking information are reasonable, undue reliance
should not be placed on them because HWCC can give no assurance
that they will prove to be correct. Readers are cautioned to not
place undue reliance on forward-looking information. Actual results
and developments may differ materially from those contemplated by
these statements depending on, among other things, the risks (i)
that the parties will not proceed with the Proposed Transaction or
the Name Change; (ii) that the ultimate terms of the Proposed
Transaction or the Name Change will differ from those that
currently are contemplated; and (iii) that the Proposed Transaction
or the Name Change will not be successfully completed for any
reason (including the failure to fulfill conditions of listing on
the TSXV and inability to obtain required regulatory approvals).
The forward-looking statements contained in this news release are
made as of the date hereof, and the Company undertakes no
obligation to update publicly or revise any forward-looking
statements or information, except as required by law.
This news release is not an offer of the securities for
sale in the United States. The
securities described in this news release have not been registered
under the U.S. Securities Act of 1933, as amended, and may not be
offered or sold in the United
States or to, or for the account or benefit of, U.S. persons
(as defined in Regulation S under the U.S. Securities Act of 1933,
as amended) absent registration or an exemption from registration.
This news release shall not constitute an offer to sell or a
solicitation of an offer to buy nor shall there be any sale of the
securities in any state in which where such offer, solicitation or
sale would be unlawful.
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 news release.
*Hope Well Capital Corp. is in no way affiliated with or related
to Hopewell Capital Corporation, a separate pre-existing business
purportedly engaged in the field of venture capital across
Canada, or the Hopewell Group of
Companies' multi-faceted real estate and logistics group.
SOURCE Hope Well Capital Corp.