BULLETIN V2024-1228
THS MAPLE HOLDINGS LTD. ("YAY")
[formerly Toronto Cleantech Capital Inc. ("YAY.P")]
BULLETIN TYPE: Qualifying Transaction - Completed, Name Change, Symbol Change, Private Placement - Non-Brokered, Resume Trading
BULLETIN DATE: April 29, 2024
TSX Venture Tier 2 Company
Qualifying Transaction-Completed
TSX Venture Exchange (the "Exchange") has accepted for filing Toronto Cleantech Capital Inc.'s (the "Company") qualifying transaction (the "Transaction") described in its Filing Statement dated April 15, 2024 (the "Filing Statement"). As a result, at the opening on Wednesday, May 1, 2024, the Company will no longer be considered a Capital Pool Company. The Transaction includes the following:
The Company acquired all of the issued and outstanding shares of THS LP (the "Target") and issued 25,675,100 common shares in the capital of the Company to the existing shareholders of the Target (not including the common shares issued in the Financing, as defined below).
Name Change
The name of the Company has been changed from " Toronto Cleantech Capital Inc." to "THS Maple Holdings Ltd.".
Effective at the opening Wednesday, May 1, 2024, the common shares of THS Maple Holdings Ltd. will commence trading on TSX Venture Exchange, and the common shares of Toronto Cleantech Capital Inc. will be delisted.
Private Placement - Non-Brokered
Prior to the completion of the Transaction, the Company through a subsidiary ("Finco"), completed a brokered private placement of common shares of Finco, which have been exchanged into the following securities in the Company:
Number of Shares: 22,964,000 common shares
Purchase Price: $0.184 per common share
Number of Placees: 106 placees
Insider / Pro Group Participation:
Placees # of Placee (s) Aggregate # of Units
Aggregate Existing Insider Involvement: 18 7,356,679
The Company issued a news release dated April 26, 2024 confirming the closing of the Transaction, and the release of net proceeds from the Financings to the Company.
Corporate Jurisdiction: Ontario
Capitalization: Unlimited number of common shares with no par value of which 60,339,100 common shares are issued and outstanding.
Escrow: 34,675,100 common shares
Transfer Agent: TSX Trust Company
Trading Symbol: YAY (new)
CUSIP Number: 87252F108 (new)
For further information, please refer to the Company's Filing Statement dated April 15, 2024.
The Resulting Issuer is classified as a "All other specialty food retailers" company (NAICS 445298)
Resume Trading
Further to TSX Venture Exchange's Bulletin dated May 2, 2023, trading in the securities of the Resulting Issuer will resume at the opening on Wednesday, May 1, 2024.
Effective at the opening on Wednesday, May 1, 2024., the trading symbol for the Company will change from "YAY.P" to "YAY".
Company Contact: Tom Zaffis, Chief Executive Officer
Company Address: 1037 Bd Industriel, Granby, QC J2J 2B8
Company Phone Number: 450-539-4822
Company Email Address: tom@turkeyhill.ca
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