CanAsia Financial Inc.
TSX VENTURE : CNA

March 02, 2015 16:47 ET

CanAsia Announces Update Regarding Proposed Transaction

CALGARY, ALBERTA--(Marketwired - March 2, 2015) - CanAsia Financial Inc. ("CanAsia" or the "Company") (TSX VENTURE:CNA) announces, further to the press releases issued on October 9, 2013, February 10, 2014 and August 29, 2014, that it has received conditional acceptance from the TSX Venture Exchange Inc. (the "Exchange") with respect to the proposed arm's length acquisition by CanAsia of all of the outstanding shares of Global Neuro Technologies Inc. (the "Transaction").

CanAsia also announces that an annual and special meeting (the "Meeting") of the holders (the "Shareholders") of common shares of the Company (the "CanAsia Shares") will be held on Wednesday, March 25, 2015 at 10:00 a.m. at the offices of Burstall Winger Zammit LLP, located at 1600, 333-7th Avenue S.W., Calgary, Alberta. At the Meeting, among other things, the Shareholders will be asked to consider and, if thought fit, to approve the Transaction. CanAsia's information circular dated February 25, 2015 detailing the Transaction and other matters to be acted upon at the Meeting has been mailed to the Shareholders and is available on the System for Electronic Document Analysis and Retrieval at www.sedar.com. The Record Date for the Meeting was February 23, 2015.

CanAsia also announces that the Company has entered into an amendment to the engagement agreement among the Company, GNTI and Raymond James Ltd. (the "Agent"), wherein the Agent has agreed to act as agent for GNTI in connection with a brokered offering of subscription receipts of GNTI (the "Receipts") priced at $1.00 per Receipt for total gross proceeds of a minimum of $500,000 (the "Brokered Offering"). The amendment extends the term of the engagement agreement.

Upon the successful completion of the Transaction, each Receipt will immediately, without further action or consideration from the holders thereof, convert into units of the resulting issuer (the "Brokered Units"). For the Brokered Offering, each Brokered Unit will be comprised of one common share of the resulting issuer (a "Share") and (1/2) half of one share purchase warrant (each whole warrant, a "Brokered Warrant"). Each Brokered Warrant shall entitle the holder thereof to purchase an additional Share for a period of two years at $1.00 per Share.

GNTI will also complete a non-brokered offering (the "Non-Brokered Offering") of Receipts priced at $1.00 per Receipt. Upon the successful completion of the Transaction, each Receipt will immediately, without further action or consideration from the holders thereof, convert into units of the resulting issuer (the "Non-Brokered Units"). For the Non-Brokered Offering, each Non-Brokered Unit will be comprised of one Share and (1/2) half of one share purchase warrant (each whole warrant, a "Non-Brokered Warrant"). Each Non-Brokered Warrant shall entitle the holder thereof to purchase an additional Share for a period of two years at $1.00 per Share. The Brokered Offering and Non-Brokered Offering are referred to herein collectively as the "Offering".

The total gross proceeds of the Offering will be a minimum of $3,500,000 to a maximum of $10,000,000.

If the Transaction is not completed, the Receipts will be cancelled and the gross proceeds from the Offering together with any accrued interest will be returned to subscribers.

CanAsia has received a waiver from the requirements to engage a sponsor with respect to the Transaction.

About CanAsia

CanAsia is an Alberta based company listed on the TSX Venture Exchange. It is engaged in the business of developing unique new business opportunities in the Pacific Rim countries.

Advisory

This news release may contain certain forward-looking information and statements, including without limitation, statements pertaining to the Transaction, the Offering and the necessary approvals, including regulatory approvals. Statements containing the words: 'believes', 'intends', 'expects', 'plans', 'seeks' and 'anticipates' and any other words of similar meaning are forward-looking. All statements included herein involve various risks and uncertainties because they relate to future events and circumstances beyond the Company's control. There can be no assurance that such information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such information. A description of assumptions used to develop such forward-looking information and a description of risk factors that may cause actual results to differ materially from forward-looking information can be found in CanAsia's disclosure documents on the SEDAR website at www.sedar.com. Any forward-looking statements are made as of the date of this press release and CanAsia does not undertake to update any forward-looking information except in accordance with applicable securities laws.

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 release.

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