TORONTO, April 29, 2019 (GLOBE NEWSWIRE) -- Duncan Park Holdings Corporation (the "Company") (DPH.V) announced today that its board of directors has authorized the Company to apply to the TSX Venture Exchange ("TSXV") to de-list (the "De-listing") its common shares (the "Common Shares") from the TSXV.
The Company believes that the De-listing will enable it to preserve capital while pursuing opportunities within and/or outside the resource sector. The Company has not made any determination as to any future opportunities that it may pursue and there can be no assurances that any future opportunities will be identified or completed.
The Company previously received shareholder approval on a majority of disinterested shareholders basis, at its annual general and special meeting held on December 18, 2018, which provided the board of directors with the authority to apply for the De-listing.
The De-listing, if implemented, will result in the Common Shares not being listed or traded on any stock exchange, public market or trading platform. The De-listing, if completed, will reduce a shareholder's ability to liquidate its shareholdings as there will be no public forum for effecting such a sale of shares. Accordingly, shareholders may not be able to sell their shares or liquidate their shareholdings if they are unable to find qualified private buyers.
Pursuant to the terms of the convertible debentures ("Debentures") issued on October 4, 2018 in the aggregate principal amount of $250,000, if the Common Shares are not listed on the TSXV at the time of conversion of the Debentures, they will no longer be convertible into units ("Units") of the Company at a conversion price of $0.40 per Unit; each Unit being comprised of one (1) Common Share and one-half (1/2) of one (1) Common Share purchase warrant. Rather, each Debenture will be convertible into one (1) Common Share at a conversion price of $0.30 per Common Share.
As a result of the De-listing, the Corporation should not cease to be a reporting issuer under applicable securities laws, and, therefore, should continue to be required to meet the obligations imposed on reporting issuers under applicable securities laws, which include, but is not limited to, the filing on SEDAR (www.sedar.com) of audited financial statements and interim quarterly financial statements and corresponding MD&A, and material change reports.
The De-listing remains subject to the approval of the TSXV.
For further information, please contact:
Acting President and CEO
Duncan Park Holdings Corporation
Tel: (775) 746-2071
Neither 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.
Cautionary Note Regarding Forward-Looking Information
This news release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, information with respect to the consolidation and matters related thereto. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects", or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "does not anticipate", or "believes" or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might", or "will be taken", "occur", or "be achieved". Forward-looking information is based on the opinions and estimates of management at the date the information is made, and is based on a number of assumptions and is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information, including risks associated with de-listing and identifying future opportunities, as well as risks associated with the exploration, development and mining industry such as economic factors, future commodity prices, changes in foreign exchange and interest rates, government regulation, environmental risks, permitting timelines, capital expenditures, operating or technical difficulties in connection with exploration and development activities, availability of skilled labour and equipment, the speculative nature of gold exploration and development, contests over title to properties, and changes in project parameters as plans continue to be refined as well as those risk factors discussed in the Company's management's discussion and analysis for the year ended November 30, 2018, available on www.sedar.com. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. The Company does not undertake to update any forward-looking information contained herein, except in accordance with applicable securities laws.