Halifax, Nova Scotia–(Newsfile Corp. – April 12, 2018) – Duckworth Capital Corp., (TSXV: DUKE.P) a capital pool company listed on the TSX Venture Exchange, announced that it has today signed a letter of intent to acquire the shares of Goldspot Discoveries Inc. ("Goldspot"). Goldspot is an Ontario-based company that leverages machine learning to reduce capital risk, while working to increase efficiencies and success rates in resource exploration and investment. The company combines proprietary technology with traditional domain expertise, offering a front-to-back service solution to its partners. Goldspot solutions target big data problems making full use of historically unutilized data to gain deeper understanding of resource property potential. Goldspot has developed a monetization strategy into multiple verticals of the mining and investment industry including service offerings, staking and royalty acquisition and the development of its own A.I. driven trading platform.
The arms-length acquisition is intended to serve as Duckworth's "qualifying transaction" pursuant to the policies of the TSX Venture Exchange and is subject to the approval of the TSX Venture Exchange. Management of Duckworth expects that trading in Duckworth shares will remain halted until after a definitive agreement is signed and additional information is provided to the TSX Venture Exchange. Duckworth will provide further details on the proposed acquisition once the information is available.
Completion of the qualifying transaction is subject to a number of conditions, including but not limited to, completion of a definitive agreement, TSX Venture Exchange acceptance, due diligence, financing and, if applicable pursuant to TSX Venture Exchange requirements, majority of the minority shareholder approval. Where applicable, the qualifying 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.
Duckworth Capital Corp.
Duckworth is a capital pool company listed on the TSX Venture Exchange. Its principal business is the identification and evaluation of assets or businesses with a view to completing a qualifying transaction. Duckworth has not commenced commercial operations and has no assets other than cash.
This press release contains forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Duckworth to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Examples of such statements include the intention to complete the acquisition and the qualifying transaction. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained in this press release. Such forward-looking statements are based on a number of assumptions which may prove to be incorrect, including, but not limited to: the ability of Duckworth to obtain necessary financing; satisfy conditions under any acquisition agreement; satisfy the requirements of the TSXV with respect to the acquisition and the qualifying transaction; consumer interest in Duckworth's services and products; competition; and anticipated and unanticipated costs. While Duckworth anticipates that subsequent events and developments may cause its views to change, Duckworth specifically disclaims any obligation to update these forward-looking statements. These forward-looking statements should not be relied upon as representing Duckworth's views as of any date subsequent to the date of this press release. Although Duckworth has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The factors identified above are not intended to represent a complete list of the factors that could affect the Corporation. Additional factors are noted under "Risk Factors" in Duckworth's initial public offering prospectus dated July 28, 2017, a copy of which may be obtained on the SEDAR website at www.sedar.com.
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 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.
For further information:
Carl Sheppard, President,
Duckworth Capital Corp.