OpTown Properties Ltd. and Timeless Capital Corp. Extend Letter of Intent

February 07, 2019 12:10 PM EST | Source: Timeless Capital Corp.

Calgary, Alberta--(Newsfile Corp. - February 7, 2019) - Timeless Capital Corp. (TSXV: TLC.P) ("Timeless" or the "Company"), a capital pool company as defined under TSX Venture Exchange ("TSXV" or the "Exchange") Policy 2.4 - Capital Pool Companies ("Policy 2.4"), announces that, further to its press release of November 5, 2018, Timeless and OpTown Properties Ltd. ("OpTown"), a private company incorporated under the Business Corporations Act (Alberta), have entered into an amending agreement dated January 29, 2019 (the "Amending Agreement") to extend the deadline for Timeless and OpTown to complete an arrangement, amalgamation, share exchange, or similar transaction to ultimately form the resulting issuer who will continue on the business of OpTown (the "Transaction") pursuant to a letter of intent dated November 5, 2018 between Timeless and OpTown (the "LOI"). Pursuant to the Amending Agreement, Timeless and OpTown have extended the date by which the Transaction is required to be completed from January 31, 2019 to April 30, 2019. Timeless intends that the Transaction will constitute its Qualifying Transaction, as such term is defined in the policies of the Exchange.

The LOI shall continue in full force and effect un-amended and the LOI, as amended and modified by the Amending Agreement, is in all respects ratified and confirmed. The LOI and the Amending Agreement shall be read, taken and construed as one instrument.

For further information regarding the LOI and Transaction outlined therein, please refer to the press release of Timeless dated November 5, 2018 which can be found at www.sedar.com.

Further Information

Timeless will provide further details in respect of the Transaction, as detailed in the press release of Timeless dated November 5, 2018, in due course by way of press release.

Investors are cautioned that, except as disclosed in the 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 TSXV has in no way passed upon the merits of the Transaction and has neither approved nor disapproved the contents of this press release.

For further information:

Colin Gayford
Timeless Capital Corp.
(403) 410-1223

George Schluessel
President & Chief Executive Officer
OpTown Properties Ltd
(403) 816-0878

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

This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities 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 unless registered under the U.S. Securities Act and applicable state securities laws, unless an exemption from such registration is available.

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To view the source version of this press release, please visit https://www.newsfilecorp.com/release/42710

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