9 For experienced investors, and companies seeking their expertise Capital Pool Company® program on TSX Venture Exchange The Capital Pool Company (CPC)® program is a unique listing vehicle offered exclusively by TSXV that provides a two-step process to access the capital markets. The program introduces investors who have experience with capital markets and public company management to entrepreneurs whose growth and early or development-stage companies require such experienced individuals. First step A group of seasoned officers and directors form a CPC. It is a shell company with no assets and no commercial operations. The CPC lists on TSXV via an IPO, raising a pool of capital from the market, resulting in cash being the asset of the listed CPC shell. Investors participate in the CPC IPO based on the CPC management’s success and track record. The CPC trades with a dot "P" symbol i. e. CPC.P. Second step The CPC management team identifies a growing business to acquire. The business undertakes a reverse takeover of the CPC shell. This is called the “Qualifying Transaction” (QT). The business that completes the QT must meet the initial listing requirements of the TSXV. The investors are now invested in an operating growth company, while the business acquires a public vehicle to raise capital, as well as potentially experienced directors in public markets. Once its QT is complete, the new business becomes a reporting issuer. Its shares continue to trade on TSXV as a regular listing, not a CPC. If your company is looking for experienced directors and officers, and if you are interested in a flexible but straightforward route to listing with lower underwriting risk of an IPO, matching yourself with a CPC looking for a QT could be a good option for you. A list of current CPCs is available at www.tmx.com/cpc. Note The CPC program is not available in Prince Edward Island, Canada CPC Seed financing of the company (the greater of $100,000 or 5% of the total funds raised.) THE QUALIFYING TRANSACTION COINCIDING PRIVATE PLACEMENT (PIPE) An operating company is identified, disclosed, additionally financed (if appropriate) and acquired Prospectus offering to create a corporate vehicle with public distribution (maximum$4,750,000) PRIVATE COMPANY NEWTSX VENTURE COMPANY + Special Purpose Acquisition Corporation on Toronto Stock Exchange The Special Purpose Acquisition Corporation (SPAC) program is a vehicle allowing public investors to invest in sectors normally dominated by private equity firms, and/or to participate in the acquisition of private operating companies traditionally bought by hedge funds and private equity funds. The SPAC program enables seasoned directors and officers to form a corporation that contains no commercial operations or assets other than cash. The SPAC is then listed on TSX via an IPO, which must raise a minimum of CDN $30 million. At least 90% of the funds raised in the IPO are then placed in escrow, pending completion of a qualifying acquisition.
RkJQdWJsaXNoZXIy MjgzMzQ=