E36 Capital Announces Filing of Filing Statement and Technical Report with Respect to Its Qualifying Transaction


VANCOUVER, BC / ACCESSWIRE / February 12, 2021 / E36 CAPITAL CORP. (TSXV:ETSC.P) (“E36” or the “Company“), a Capital Pool Company as defined in the policies of the TSX Venture Exchange (the “TSXV“), is pleased to announce that, further to its news release of January 29, 2021 regarding the receipt of conditional acceptance from the TSXV in respect of its previously announced “Qualifying Transaction” pursuant to Policy 2.4 – Capital Pool Companies with Kalo Gold Corp. (“Kalo“) (the “Transaction“), the Company has filed a filing statement dated February 12, 2021 prepared in connection with the Transaction (the “Filing Statement“) on the Company’s SEDAR profile at www.sedar.com.

The Company is also pleased to announce that it has filed a technical report (the “Technical Report“) for the Vatu Aurum Gold Project. The Technical Report is available on the Company’s SEDAR profile at www.sedar.com. The Technical Report was prepared in accordance with the requirements of National Instrument 43-101 – Standards of Disclosure for Mineral Projects.

The completion of the Transaction is subject to a number of conditions, including, but not limited to, receipt of all required regulatory approvals, including final approval of the TSXV, approval of the Transaction by shareholders of Kalo, and satisfaction of other customary closing conditions. Assuming all conditions are satisfied, closing of the Transaction is expected to occur on or about February 16, 2021, or such other date as may be determined. Upon completion of the proposed Qualifying Transaction, the Company is expected to meet all of the minimum listing requirements of the Exchange for a Tier 2 Mining issuer.

Trading of the E36’s Shares will remain halted until such time as the TSXV may determine, having regard to the completion of certain requirements pursuant to the CPC Policy. The common shares of E36, as the Resulting Issuer, will resume trading under the symbol “KALO” following the publication of a final exchange bulletin by the TSXV in respect of the closing of the Transaction.

Further details of the Transaction will follow in future news releases.

About Kalo Gold Corp.

Kalo Gold Corp. is a mineral exploration company focused on the Vatu Aurum gold project on Fiji’s north island — Vanua Levu. Kalo holds two mineral exploration licenses covering over 36,700 hectares of land and on trend with many of the largest gold deposits in the world within the Southwest Pacific Ring of Fire.

About E36 Capital Corp.

E36 Capital is a capital pool company within the meaning of the policies of the TSX-V. The company has not commenced commercial operations and has no assets other than cash. Except as specifically contemplated in the CPC policy, until the completion of its qualifying transaction, the company will not carry-on business, other than the identification and evaluation of companies, businesses or assets, with a view to completing a proposed qualifying transaction.

On behalf of E36 Capital Corp.

Kevin Ma

Chief Executive Officer

For more information contact:

Kevin Ma

E: kevin@calibrecapital.ca

P: +1 (604) 363-0411

Investors are cautioned that, except as disclosed in the filing statement, 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.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this press release.

Forward Looking Statements Disclaimer

Certain statements in this release are forward-looking statements, which are statements that are not purely historical, including any statements regarding beliefs, plans, expectations or intentions regarding the future. Forward looking statements in this news release include statements relating to the closing of the Transaction. Completion of the transaction is subject to a number of conditions, including TSX-V acceptance and, if applicable pursuant to TSX-V 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. Forward-looking statements are often identified by terms such as “will”, “may”, “should”, “anticipate”, “expects” and similar expressions. All statements, other than statements of historical fact, included in this release, including statements regarding the Transaction and the future plans and objectives of the Company, are forward-looking statements that involve risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results, and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company’s expectations include the failure to satisfy the conditions to completion of the Transaction set forth above and other risks detailed from time to time in the filings made by the Company pursuant to applicable Canadian securities laws.

The reader is cautioned that assumptions used in the preparation of any forward-looking statements herein may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of the Company. As a result, the Company cannot guarantee that the Transaction will be completed on the terms and within the time disclosed herein or at all. The reader is cautioned not to place undue reliance on any forward-looking information. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect, and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The forward-looking statements contained in this news release are made as of the date of this news release and the Company will update or revise publicly any of the included forward-looking statements as expressly required by Canadian securities law.

SOURCE: E36 Capital Corp.

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