AGAU RESOURCES, INC. AND WELL TOLD INC. PROVIDE TRANSACTION UPDATE
TORONTO, ON, CANADA, October 13, 2021 /EINPresswire.com/ -- Agau Resources, Inc. (“Agau” or the “Company”) and Well Told Inc. (“Well Told”) today announce that Well Told has received conditional approval from the TSX Venture Exchange (“TSXV”) in connection with the proposed transaction between Well Told and the Company (the "Transaction"). The Transaction will be implemented by way of a reverse take-over of Agau by Well Told, with the resulting company (the “Resulting Issuer”) to be renamed "The Well Told Company Inc.".
In connection with the Transaction, the Company will acquire all of the issued and outstanding securities of Well Told by way of a three-cornered amalgamation whereby Well Told will amalgamate with a wholly-owned subsidiary of the Company. Closing of the Transaction is expected to occur on or about October 14, 2021, or such other date as Agau and Well Told may determine.
The completion of the Transaction is subject to a number of conditions, including but not limited to receipt of all required regulatory consents, final TSXV acceptance, and satisfaction of other customary closing conditions. There can be no assurance that the Transaction will be completed as proposed or at all.
The TSXV 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, please contact:
Agau Resources, Inc.
Binyomin Posen
Chief Executive Officer and Director
Phone: (416) 481-2222 x 246
E-mail: bposen@plazacapital.ca
Well Told Inc.
Edge Communications Group
Phone: (778) 400-1608
E-mail: invest@welltold.com
This news release does not constitute an offer to sell, or a solicitation of an offer to buy, any securities under in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
Forward-Looking Information and Statements
This press release contains certain “forward-looking information” within the meaning of applicable Canadian securities legislation and may also contain statements that may constitute “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current condition, but instead represent only the Company's beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company's control. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or may contain statements that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “will continue”, “will occur” or “will be achieved”. The forward-looking information and forward-looking statements contained herein may include, but are not limited to, information concerning the Transaction, expectations regarding whether the Transaction will be consummated, including whether conditions to the consummation of the Transaction will be satisfied, expectations for the effects of the Transaction or the ability of the Resulting Issuer to successfully achieve business objectives, expectations regarding the completion and availability of financing, and expectations for other economic, business, and/or competitive factors.
Although the Company believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws. All subsequent written and oral forward- looking information and statements attributable to the Company or persons acting on its behalf is expressly qualified in its entirety by this notice.
In connection with the Transaction, the Company will acquire all of the issued and outstanding securities of Well Told by way of a three-cornered amalgamation whereby Well Told will amalgamate with a wholly-owned subsidiary of the Company. Closing of the Transaction is expected to occur on or about October 14, 2021, or such other date as Agau and Well Told may determine.
The completion of the Transaction is subject to a number of conditions, including but not limited to receipt of all required regulatory consents, final TSXV acceptance, and satisfaction of other customary closing conditions. There can be no assurance that the Transaction will be completed as proposed or at all.
The TSXV 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, please contact:
Agau Resources, Inc.
Binyomin Posen
Chief Executive Officer and Director
Phone: (416) 481-2222 x 246
E-mail: bposen@plazacapital.ca
Well Told Inc.
Edge Communications Group
Phone: (778) 400-1608
E-mail: invest@welltold.com
This news release does not constitute an offer to sell, or a solicitation of an offer to buy, any securities under in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
Forward-Looking Information and Statements
This press release contains certain “forward-looking information” within the meaning of applicable Canadian securities legislation and may also contain statements that may constitute “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current condition, but instead represent only the Company's beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company's control. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or may contain statements that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “will continue”, “will occur” or “will be achieved”. The forward-looking information and forward-looking statements contained herein may include, but are not limited to, information concerning the Transaction, expectations regarding whether the Transaction will be consummated, including whether conditions to the consummation of the Transaction will be satisfied, expectations for the effects of the Transaction or the ability of the Resulting Issuer to successfully achieve business objectives, expectations regarding the completion and availability of financing, and expectations for other economic, business, and/or competitive factors.
Although the Company believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws. All subsequent written and oral forward- looking information and statements attributable to the Company or persons acting on its behalf is expressly qualified in its entirety by this notice.
Binyomin Posen
Agau Resources, Inc.
+1 (416) 481-2222 x 246
bposen@plazacapital.ca