Venture One Capital Corp.

August 31, 2009 19:45 ET

Venture One Capital Corp. Announces Extension to Qualifying Transaction Deadline Date

WEST VANCOUVER, BRITISH COLUMBIA--(Marketwire - Aug. 31, 2009) - Venture One Capital Corp. ("Venture One" or the "Corporation") (TSX VENTURE:VO.P), a capital pool company, announces that in accordance with the extended temporary relief measures announced by the TSX Venture Exchange (the "Exchange") on March 6, 2009, the Corporation has applied for and received a six-month extension for the completion of its "Qualifying Transaction" (as such term is defined in the policies of the Exchange). The new deadline date for the completion of the Corporation's Qualifying Transaction (the "New Deadline Date") is February 28, 2010.

As disclosed in the Corporation's press release dated July 16, 2009 (the "July Release"), the Corporation has entered into a definitive agreement with NMC, Inc. ("NMC") and the three (3) shareholders of NMC, whereunder it is anticipated that the Corporation will acquire all of the issued and outstanding shares of NMC (the "Acquisition"). Please see the July Release for information relating to the Acquisition. The Corporation is a capital pool company and intends for the Acquisition to constitute the "Qualifying Transaction" of the Corporation as such term is defined in the policies of the Exchange. Although the Corporation is actively working to complete the Acquisition, there can be no assurance that the Acquisition will be completed by the New Deadline Date or at all.

The Corporation's common shares are currently listed for trading on the Exchange. In accordance with Exchange policy, however, the Corporation's shares are currently halted from trading and will remain halted until such time as determined by the Exchange, which, depending on the policies of the Exchange, may not occur until the completion of the Acquisition.

Cautionary Statements

Certain statements contained in this release constitute forward-looking information. These statements relate to future events or future performance. The use of any of the words "could", "intend", "expect", "believe", "will", "projected", "estimated" and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the Corporation's current belief or assumptions as to the outcome and timing of such future events. Actual future results may differ materially. In particular, this release contains forward-looking information relating to: the completion of the Acquisition. Various assumptions or factors are typically applied in drawing conclusions or making the forecasts or projections set out in forward-looking information. Those assumptions and factors are based on information currently available to Venture One. The material factors and assumptions include: the parties to the Acquisition being able to obtain the necessary director, shareholder and regulatory approvals; Exchange policies not changing; completion of satisfactory due diligence; the structure of the Acquisition being the most tax efficient way of completing the Acquisition; no unforeseen circumstances that would slow down the completion of the Acquisition. Risk Factors that could cause actual results or outcomes to differ materially from the results expressed or implied by forward-looking information include, among other things: conditions imposed by the Exchange, the failure to obtain the required directors' and shareholders' approval to the Acquisition; changes in tax laws, general economic and business conditions; the inability to complete financings and changes in the regulatory regulation. Venture One cautions the reader that the above list of risk factors is not exhaustive. The forward-looking information contained in this release is made as of the date hereof and Venture One is not obligated to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. Because of the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward-looking information. The foregoing statements expressly qualify any forward-looking information contained herein.

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.

Contact Information

  • Venture One Capital Corp.
    Daniel B. Evans
    President, Chief Executive Officer and Director
    (604) 922-2030