Lynnwood Capital Inc.
TSX VENTURE : LCI.P

October 04, 2012 17:37 ET

Lynnwood Capital Announces Transfer to NEX, Approval of Share Consolidation and Provides Update on Qualifying Transaction

TORONTO, ONTARIO--(Marketwire - Oct. 4, 2012) - Lynnwood Capital Inc. ("Lynnwood") (TSX VENTURE:LCI.P), a capital pool company as defined under Policy 2.4 of the TSX Venture Exchange (the "Exchange"), announces that pursuant to its press release dated July 9, 2012, Lynnwood has received approval from the Exchange to transfer its listing to the NEX board of the Exchange, effective the opening of market, October 5, 2012 under the ticker symbol "LCI.H". The common shares of Lynnwood (the "Lynnwood Shares") continue to be suspended, pending completion of its proposed Qualifying Transaction (the "Tantalex QT") with Tantalex Corporation ("Tantalex"), previously announced on May 9, 2012 and June 9, 2012. As part of the transfer to NEX, Lynnwood received shareholder approval at its annual and special meeting held on August 23, 2012 to cancel 3,600,000 Lynnwood Shares held by non-arm's length parties of Lynnwood that were issued at a price below the initial public offering price of the Lynnwood Shares. It is expected that upon completion of the Tantalex QT, the Lynnwood Shares will commence trading on the Exchange again.

Tantalex is a mining exploration corporation, which was incorporated on October 5, 2011 for the purpose of acquiring Tantalum mining properties in Central African countries. Tantalex is headquartered in Montreal, QC and is not a reporting issuer.

Lynnwood and Tantalex remain committed to completing the Tantalex QT as soon as practicable and are diligently working on fulfilling all necessary requirements and conditions to the Tantalex QT, including, without limitation, completing a concurrent financing and obtaining Exchange conditional approval.

As a condition of the Tantalex QT, Lynnwood is required to have 3,083,333 Lynnwood Shares issued and outstanding upon closing. Accordingly, at Lynnwood's recent shareholders' meeting, shareholders of Lynnwood approved the consolidation of the Lynnwood Shares (5,650,000 as of the date hereof) into 3,083,333 Lynnwood Shares. The directors of Lynnwood will only take the steps necessary to consolidate the Lynnwood Shares in order to complete the Tantalex QT.

Completion of the transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and if applicable pursuant to Exchange Requirements, majority of the minority shareholder approval. Where applicable, the transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The information in this news release includes certain information and statements about management's view of future events, expectations, plans and prospects that constitute forward looking statements. These statements are based upon assumptions that are subject to significant risks and uncertainties. Because of these risks and uncertainties and as a result of a variety of factors, the actual results, expectations, achievements or performance may differ materially from those anticipated and indicated by these forward looking statements. Although Lynnwood believes that the expectations reflected in forward looking statements are reasonable, it can give no assurances that the expectations of any forward looking statements will prove to be correct. Except as required by law, Lynnwood disclaims any intention and assumes no obligation to update or revise any forward looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward looking statements or otherwise.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.

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