Courtland Capital Inc.

June 10, 2015 17:53 ET

Courtland Capital Inc. Announces Termination of Proposed Merger With Fixed Income Solutions, LLC and Demands Loan Repayment

CALGARY, ALBERTA--(Marketwired - June 10, 2015) - Courtland Capital Inc. (NEX:CTD.H) (the "Corporation") announces that it has terminated its non-binding letter of intent (the "LOI") with Fixed Income Solutions, LLC, a private U.S. entity that develops and provides financial services technology in the U.S. market ("FIS"), and will not be proceeding with a proposed merger with FIS.

As a result of the Corporation's additional due diligence on FIS, it has determined that it is not in its best interest to continue the transaction with FIS. The Corporation has spent considerable time, energy and resources evaluating FIS, its technology, its business and addressing preliminary regulatory matters with the TSX Venture Exchange. Consequently, the Corporation is disappointed to have reached the conclusion to terminate the proposed merger.

As previously announced on May 1, 2014, the Corporation advanced a loan to FIS in the aggregate amount of CDN$300,000 bearing interest at 7% per annum (the "Loan"). The loan is secured against the assets of FIS pursuant to a secured promissory note and a loan and security agreement (the "Loan Documents"). Under the terms of the Loan Documents the Loan is immediately repayable to the Corporation upon the termination of the LOI. The Corporation has issued a demand for repayment to FIS and will be pursuing collection of the Loan. Courtland is the sole secured creditor of FIS and it will be pursuing the seizure of the FIS assets, unless Loan repayment terms can be arranged to the satisfaction of Courtland.

The Corporation has no active operations or business following the disposition of its wholly owned subsidiary, ForceLogix Inc, in February, 2011. The Corporation is listed on the NEX of the TSX Venture Exchange (the "Exchange"). Its common shares were halted pending a news release on the proposed merger and a definitive agreement with FIS. As the Corporation will not be proceeding with the merger with FIS, it is expected that the trading halt on its common shares will be lifted following this news release. The Corporation will continue to seek the acquisition of assets or a business that will make it an operational company.

"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. This news release may contain forward-looking statements. Forward-looking statements address future events and conditions and therefore, involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements. Such information is subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking information. Readers are cautioned not to place undue reliance on forward-looking information, as no assurances can be given as to future results, levels of activity or achievements."

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