GK Provides Additional Details Regarding Its Reverse Takeover with Syntholene Energy
May 16, 2025 8:00 PM EDT | Source: GK Resources Ltd.
Vancouver, British Columbia--(Newsfile Corp. - May 16, 2025) - GK Resources Ltd. (TSXV: NIKL.H) ("GK" or the "Company") is pleased to provide additional details on the proposed transaction with Syntholene Energy Corp ("Syntholene"), discussed in the Company's news release dated May 6, 2025. As previously announced, the parties have entered into a securities exchange agreement pursuant to which the Company will, among other things, acquire all of the issued and outstanding securities of Syntholene (the "Transaction").
It is anticipated that the Transaction will constitute a "Change of Business" and "Reverse Takeover" for GK under Policy 5.2 - Changes of Business and Reverse Takeovers of the Corporate Finance Manual of the TSX Venture Exchange (the "TSXV").
Additional Information Regarding the Transaction
Select Financial Information
The following table sets out selected audited financial information with respect to Syntholene for the period from incorporation on February 5, 2024 to December 31, 2024.
As at December 31, 2024 (Audited) | |||
Assets | $168,437 | ||
Liabilities | $145,146 | ||
Share Capital | $799 | ||
Net Profit (Loss) | $(215,219) |
For additional information relating to the terms of the Transaction, please refer to the Company's news release dated May 6, 2025, which is available on SEDAR+ (www.sedarplus.ca) under the Company's issuer profile. In addition, more information relating to the Transaction will be available in the Company's filing statement in respect of the Transaction to be filed in due course on SEDAR+ (www.sedarplus.ca) under the Company's issuer profile.
About GK
GK is a reporting issuer incorporated under the laws of British Columbia and listed on the TSXV under the symbol NIKL. GK is backed by the Inventa Capital group.
For further information, please contact:
Jon Ward, Chief Executive Officer
Telephone: (604) 355-0303
Email: jon@inventacapital.ca
Completion of the Transaction is subject to a number of conditions, including but not limited to, TSXV acceptance and if applicable, disinterested 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.
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 GK 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 news release.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This press release does not constitute an offer to sell or a solicitation of an offer to sell 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 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
This news release may contain certain "Forward-Looking Statements" as defined under applicable Canadian securities laws. When or if used in this news release, the words "anticipate", "believe", "estimate", "expect", "target", "plan", "forecast", "may", "schedule" and similar words or expressions identify forward-looking statements or information. These forward-looking statements or information may relate to the Transaction.
Forward-looking information is based upon certain material assumptions that were applied in drawing a conclusion or making a forecast or projection, including management's perceptions of historical trends, current conditions and expected future developments, as well as other considerations that are believed to be appropriate in the circumstances. While management of GK considers these assumptions to be reasonable based on information currently available, there is no assurance that such expectations will prove to be correct. By its nature, forward-looking information is subject to inherent risks and uncertainties that may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions will not prove to be accurate, that assumptions may not be correct and that objectives, strategic goals and priorities will not be achieved. Among the key factors that could cause actual results to differ materially from those projected in the forward-looking information include: the ability to consummate the Transaction; the ability to obtain requisite regulatory and security holder approvals and to satisfy other conditions to the consummation of the Transaction on the terms and at the times proposed; the impact of the announcement or consummation of the Transaction on relationships; changes in general economic, business and political conditions, including changes in the financial markets; changes in applicable laws; changes in government regulation and regulatory compliance; and the diversion of management time on the Transaction. Should one or more of these risks, uncertainties or other factors materialize, or should assumptions underlying the forward-looking information or statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected. Readers are cautioned to consider these and other factors, uncertainties and potential events carefully and not to put undue reliance on forward-looking information.
The forward-looking information contained in this news release is stated as of the date of this news release. GK does not intend, and does not assume any obligation, to update these forward-looking statements or information to reflect changes in assumptions or changes in circumstances or any other events affecting such statements and information other than as required by applicable laws, rules and regulations.
Not for distribution to United States newswire services or for release publication, distribution or dissemination directly, or indirectly, in whole or in part, in or into the United States.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/252510