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MONTREAL, Dec. 31, 2021 /CNW/ - Bold Capital Enterprises
Ltd. (TSXV: BOLD.P) ("BOLD" or the "Corporation"), a
capital pool company, is pleased to announce that, further to its
press release of November 16, 2021,
it has completed the closing of its non-brokered private placement
by issuing an aggregate of 40,000,000 common shares, at a price of
$0.05 per share, for gross proceeds
of $2,000,000 (the
"Offering"). The common shares issued under the Offering are
subject to a hold period expiring on May 1,
2022.
As a result of the closing of the private placement, there are
now 47,264,500 common shares of the Company issued and outstanding.
The private placement was carried out pursuant to prospectus
exemptions of applicable securities laws and is subject to final
acceptance by the TSX Venture Exchange (the "Exchange"). In
connection with the closing of the Offering, and in accordance with
Policy 2.4 of the Exchange, the Corporation paid a total of
$130,800 in finder's fees to certain
arm's length finders.
The net proceeds from the Offering will be used to re-capitalize
the Corporation and provide much needed working capital. The
Corporation confirms that it has not entered into an agreement in
principle with any potential target, but will continue to search
for prospective opportunities and evaluate other businesses and
assets with a view toward completing a Qualifying Transaction and
creating value for shareholders.
As previously disclosed in the Corporation's October 28, 2021 and November 16, 2021 press releases, Mr.
Edward Ierfino, a member of the
Board of Directors, subscribed for $30,000 of the Offering and has agreed to place
the 600,000 common shares issued at closing in escrow in accordance
the policies of the Exchange in order to satisfy his ownership
obligations under Policy 2.4 of the Exchange. In addition,
Mr. Peter Rona, President and CEO of
BOLD, subscribed for $20,000 of the
Offering and has agreed to place the 400,000 common shares issued
at closing in escrow in accordance the policies of the Exchange.
The subscriptions by Messrs. Ierfino and Rona constitute
related-party transactions as defined in Multilateral Instrument
61-101 Protection of Minority Security Holders in Special
Transactions ("MI 61-101"). The foregoing
subscriptions are exempt from the formal valuation and minority
shareholder approval requirements of MI 61-101 as the fair market
value of the common shares sold to Messrs. Ierfino and Rona does
not exceed 25% of the Corporation's market capitalization.
About Bold Capital Enterprises Ltd.
The Corporation is incorporated under the Canada Business
Corporations Act and is a capital pool pursuant to Policy 2.4
of the Exchange. The common shares of the company are listed
on the Exchange. To date, BOLD has not conducted material
operations of any kind, other than to identify and evaluate
businesses and assets with a view to completing a Qualifying
Transaction. Further information about the company may also
be found in BOLD's continuous disclosure documents filed under the
Corporation's SEDAR profile at www.sedar.com.
Cautionary Note Regarding Forward Looking Information
This press release contains statements that constitute
"forward-looking information" within the meaning of the applicable
Canadian securities legislation. All statements, other than
statements of historical fact, are forward-looking information and
are based on expectations, estimates and projections as at the date
of this news release. Any statement that discusses predictions,
expectations, beliefs, plans, projections, objectives, assumptions,
future events or performance (often but not always using phrases
such as "expects", or "does not expect", "is expected",
"anticipates" or "does not anticipate", "plans", "budget",
"scheduled", "forecasts", "estimates", "believes" or "intends" or
variations of such words and phrases or stating that certain
actions, events or results "may" or "could", "would", "might" or
"will" be taken to occur or be achieved) are not statements of
historical fact and may be forward-looking information. In
disclosing the forward-looking information contained in this press
release, the Corporation has made certain assumptions. Although the
Corporation believes that the expectations reflected in such
forward-looking information are reasonable, it can give no
assurance that the expectations of any forward-looking information
will prove to be correct. Known and unknown risks, uncertainties,
and other factors which may cause the actual results and future
events to differ materially from those expressed or implied by such
forward-looking information. Such factors include, but are not
limited to: availability of financing; delay or failure to receive
board, shareholder or regulatory approvals; and general business,
economic, competitive, political and social uncertainties.
Accordingly, readers should not place undue reliance on the
forward-looking information contained in this press release. Except
as required by law, the Corporation disclaims any intention and
assumes no obligation to update or revise any forward-looking
information to reflect actual results, whether as a result of new
information, future events, changes in assumptions, changes in
factors affecting such forward-looking information or
otherwise.
Neither the Exchange nor its Regulation Services Provider (as
that term is defined in the policies of the Exchange) accepts
responsibility for the adequacy or accuracy of this press
release.
SOURCE Bold Capital Enterprises Ltd.