Antera Ventures I Corp. and Wishpond Technologies Ltd. Announce Receipt of TSXV Conditional Approval and Filing of Filing Statement
Antera Ventures I Corp. (TSXV: ANTI.P) (the “Company“) is pleased to announce that the TSXV Venture Exchange (“TSXV“) has conditionally approved its proposed business combination with Wishpond Technologies Ltd. (“Wishpond“) by way of a three-cornered amalgamation which will constitute the qualifying transaction of the Company (the “Qualifying Transaction“), and that it has filed a filing statement in respect of the Qualifying Transaction dated effective November 26, 2020 on the Company’s SEDAR profile.
Assuming all conditions to the closing of the Qualifying Transaction are satisfied, the Company and Wishpond anticipate closing the Qualifying Transaction on or about December 8, 2020. In due course, the parties will issue a further press release announcing the closing of the Qualifying Transaction and the date on which the common shares of the Company will resume trading.
In connection with the Qualifying Transaction, and prior thereto, the Company will change its name to “Wishpond Technologies Ltd.” and consolidate its outstanding share capital on the basis of approximately 4.646720625 (old) common shares for 1 (new) common share. In addition, an aggregate of 6,133,000 subscription receipts of Wishpond will be converted into Wishpond common shares immediately prior to the completion of the Qualifying Transaction, and all shares of Wishpond will be exchanged for (new) common shares of the Company at the effective time of the Qualifying Transaction on the basis of approximately 3.2439938 (new) common shares of the Company for each 1 Wishpond share.
The Qualifying Transaction is not a “Non-Arm’s Length Transaction” (as defined in the Policies of the TSXV), and as such shareholder approval is not required for the Qualifying Transaction under the Policies of the TSXV.
Trading in the common shares of the Company is presently halted and will remain halted until completion of the Qualifying Transaction.
Completion of the Qualifying Transaction is subject to a number of conditions and there can be no assurance that the Qualifying Transaction will be completed as proposed or at all.
For further information, please refer to the Filing Statement posted to the Company’s issuer profile on SEDAR at www.sedar.com, as well as the press releases of the Company dated July 27, 2020, September 14, 2020 and October 15, 2020.
About Wishpond Technologies Ltd.
Wishpond is a provider of marketing focused online business solutions based out of British Columbia. Wishpond offers an “all-in-one” marketing suite that provides companies with marketing, promotion, lead generation and sales conversion capabilities. Wishpond replaces entire marketing functions in an easy to use platform, for a fraction of the cost. Wishpond serves over 2,000 customers who are primarily small-to-medium size businesses (SMBs) in a wide variety of industries.
Wishpond’s vision is to become the leading provider of digital marketing solutions that empower entrepreneurs to achieve success online, regardless of their industry or size. Wishpond has developed cutting edge marketing technology solutions and continues to add new features and applications with great velocity. In addition to offering specific lead generation tools, Wishpond also provides advanced marketing applications integrated and managed from a centralized platform.
Wishpond employs a subscription-based SaaS (Software as a Service) model where customers subscribe to the company’s software and services through annual or monthly recurring plans. Substantially all of the company’s revenue is subscription based recurring revenue which provides excellent revenue and cash flow visibility.
About Antera Ventures I Corp.
Antera is a capital pool company created pursuant to the policies of the TSXV. It does not own any assets, other than cash or cash equivalents and its rights under the Definitive Agreement. The principal business of Antera is to identify and evaluate opportunities for the acquisition of an interest in assets or businesses and, once identified and evaluated, to negotiate an acquisition or participation subject to acceptance by the TSXV so as to complete a qualifying transaction in accordance with the policies of the TSXV.
Completion of the Qualifying Transaction is subject to a number of conditions, including TSXV acceptance. There can be no assurance that the Qualifying Transaction will be completed as proposed or at all. Investors are cautioned that, except as disclosed in the filing statement to be prepared in connection with the Qualifying Transaction, any information released or received with respect to the Qualifying Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of the Company should be considered highly speculative.
The TSXV has in no way passed upon the merits of the Qualifying Transaction and has neither approved nor disapproved the contents of this press release. Neither the TSXV nor its Regulation Services Provider (as that term is defined in policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
This news release may include forward-looking statements that are subject to risks and uncertainties. All statements within, other than statements of historical fact, are to be considered forward looking. Generally, forward-looking information can frequently, but not always, be identified by 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 statements that certain actions, events, conditions or results “will”, “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved” or the negative connotations thereof. All statements other than statements of historical fact may be forward-looking statements. Forward looking-information in this news release includes, but is not limited to, statements with respect to the completion of the Qualifying Transaction and the transactions related therein, satisfaction of the conditions to the closing of the Qualifying Transaction, the anticipated closing date of the Qualifying Transaction, the resumption of the trading of the common shares of the Company, the issuance of common shares of the Company in exchange for shares of Wishpond, and the receipt of all applicable regulatory approval in a timely manner or at all. Such forward-looking information is subject to risks and uncertainties that may cause actual results, performance and developments to differ materially from those contemplated by the forward-looking information, such as the risk that the conditions to closing of the Qualifying Transaction will not be satisfied in a timely manner or at all, that the Company will not be able to complete the Qualifying Transaction, and that the Company will not receive all applicable regulatory approvals in a timely manner or at all. Although the Company has attempted to identify important factors that would 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. Except as required by law, the Company expressly disclaims any obligation and does not intend, to update any forward-looking information in this news release. Although the Company believes that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct and makes no reference to profitability based on sales reported. We do not assume any obligation to update any forward-looking statements except as required under the applicable laws. The statements in this news release are made as of the date of this release.
SOURCE Antera Ventures I Corp.
For further information: ANTERA VENTURES I CORP., Raj Dewan, Corporate Secretary, Telephone: (416) 865-7878