/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES OF
AMERICA/
MONTREAL, March 31,
2023 /CNW/ - Bold Capital Enterprises Ltd.
("Bold") (TSXV: BOLD.P) is providing an update with
respect to its previously announced (see March 17, 2022, May 16,
2022 and November 30, 2022
press releases) proposed arm's-length acquisition (the
"Transaction") of SinuSafe Medical Ltd.
("SinuSafe"). As previously announced, Bold agreed to
extend the period for the signature of a definitive agreement in
respect of the Transaction to January
31, 2023. Bold and its financial and legal advisors
have been working diligently to move toward the signature of a
definitive agreement and have accommodated SinuSafe throughout the
process. Unfortunately, SinuSafe did not secure additional
financing nor, in Bold's view, did they demonstrate a good faith
effort to come to an agreement on the final terms of the proposed
Transaction, despite the sustained efforts of Bold and its
financial and legal advisors. Accordingly, Bold has decided
not to grant any further extensions for the consummation of the
Transaction and, unfortunately, the proposed Transaction has
lapsed.
As a consequence of the termination of the proposed Transaction,
Bold has demanded SinuSafe repay the secured loan in the principal
amount of $350,000, as well as
accrued and unpaid interest, the whole as contemplated in the loan
agreement. In addition, and based upon management's view that
SinuSafe acted in bad faith, Bold has also advised SinuSafe that it
is seeking reimbursement of certain transaction costs incurred by
Bold in pursuing the proposed Transaction. Bold is working
with its Canadian and Israeli legal advisors in connection with the
foregoing demands against SinuSafe and to preserve its
rights. Bold will provide further updates regarding the
status of its claims against SinuSafe.
"We are extremely disappointed in not closing the proposed
Transaction in spite of a great deal of effort by the Bold team,"
said Peter Rona, CEO of Bold.
"I would like to assure our sharheolders that we are pursuing all
avenues in order to protect our rights. Bold is well
capitalized, and the team and I will now turn our attention to
other opportunities in order to fulfill our commitment to all of
our devoted shareholders".
Bold will continue to pursue and evaluate other businesses and
assets with a view to completing a Qualifying Transaction and will
make further announcements with respect to these efforts as soon as
practically possible.
Bold is working with the TSX Venture Exchange regarding the
eventual resumption of trading in Bold common shares and will
provide an update to the market in due course.
About Bold Capital Enterprises Ltd.
Bold carries on business as a "Capital Pool Company", as such
term is defined in TSX Venture Exchange Policy 2.4 - Capital Pool
Companies. Bold's principal purpose is the identification,
evaluation and acquisition of assets, properties or businesses or
participation therein subject, in certain cases, to shareholder
approval and acceptance by the TSX Venture Exchange. Bold
currently has no assets other than cash. Additional
information regarding Bold is available on SEDAR at www.sedar.com
.
Forward Looking Information
This press release contains statements that constitute
"forward-looking information" ("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
"anticipate", "believe", "continue", "estimate", "expect",
"intend", "projected" or variations of such words and phrases or
stating that certain actions, events or results "may", "could",
"would", "might" or "will" be taken to occur or be achieved) are
not statements of historical fact and may be forward-looking
information. Although Bold 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 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. There
can be no certainty that the Bold will be able to identify and
close a Qualifying Transaction. Accordingly, readers should not
place undue reliance on the forward-looking information contained
in this press release. Except as required by law, Bold 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. Trading in the securities of a capital pool company
should be considered highly speculative.
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.
SOURCE Bold Capital Enterprises Ltd.