Verdant Financial Partners I Inc.
TSX VENTURE : VFI

April 27, 2012 14:49 ET

Verdant Financial Partners I Inc. Announces Transfer to NEX, Proposed Stock Split and Provides Update on Qualifying Transaction

TORONTO, ONTARIO--(Marketwire - April 27, 2012) - Verdant Financial Partners I Inc. ("Verdant") (TSX VENTURE:VFI) announces that pursuant to its press release dated January 24, 2012, Verdant has received approval from the TSX Venture Exchange (the "TSXV") to transfer to the NEX board of the TSXV, effective the opening of market, May 1, 2012. The common shares of Verdant (the "Verdant Shares") continue to be suspended, pending completion of its proposed Qualifying Transaction with Upper Canada Explorations Limited ("UCEL") (the "UCEL Transaction"), previously announced on December 14, 2011. As part of the transfer to the NEX, 800,000 Verdant Shares that were issued at a price below the initial public offering price of the Verdant Shares were cancelled. It is expected that upon completion of the UCEL Transaction, the Verdant Shares will commence trading on the TSXV again.

Update on UCEL Transaction

Verdant and UCEL remain committed to completing the UCEL Transaction as soon as practicable and are diligently working on fulfilling all necessary requirements and conditions to the completion of the UCEL Transaction, including, without limitation, obtaining TSXV conditional approval.

Verdant also announces that, in connection with the UCEL Transaction, Verdant will seek shareholder approval to split it shares on the basis of 1.292558054489 Verdant Shares for each one Verdant Share. This will result in the issued and outstanding Verdant Shares totaling 3,534,500, the same amount outstanding prior to the cancellation of the 800,000 Verdant Shares noted above and resulting in the shareholders of Verdant maintaining their collective interest in Verdant following the closing of the UCEL Transaction.

About Verdant Financial Partners I Inc.

Verdant Financial Partners I Inc. is the first in a planned series of CPCs focused on generating superior shareholder returns through the creation of unique CPCs.

COMPLETION OF THE QUALIFYING 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 EXCHANGE HAS IN NO WAY PASSED UPON THE MERITS OF THE PROPOSED TRANSACTION AND HAS NEITHER APPROVED NOR DISAPPROVED THE CONTENTS OF THIS PRESS RELEASE.

NEITHER THE 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

  • Verdant Financial Partners I Inc.
    Tom Wallace, CA, CPA
    Chief Executive Officer and Chief Financial Officer
    (647) 262-9255
    Wallace194@sympatico.ca