Magnetic North Acquisition Corp. Announces Completion of Proposed Change of Business

October 22, 2019 1:32 PM EDT | Source: Magnetic North Acquisition Corp.

Calgary, Alberta--(Newsfile Corp. - October 22, 2019) - Magnetic North Acquisition Corp. (TSXV: MNC) ("Magnetic North" or the "Company") is pleased to announce that the Company has completed its transaction with a group of investment and business professionals to effect an arm's length "Change of Business" (as defined in Policy 5.2 of the TSX Venture Exchange) transaction (the "Transaction") within the meaning of such terms in the policies of the TSX Venture Exchange (the "Exchange" or "TSXV").

The Transaction

Under the Transaction, the Company acquired certain shareholdings (the "Purchased Assets") from Mr. Kevin Spall, Mr. Ian Wild and Mr. Andrew Osis (the "Vendors") in exchange for the issuance of 38,000,000 Common Shares of the Company at a deemed price of $0.05 per share and the creation and issuance to the Vendors of 100,000 Preferred Series A Shares of the Company at a deemed price of $10.00 per Preferred Series A Share. The Purchased Assets comprised of all the Vendors' equity interests in Bioshield Corp., Ignite Collaboration Services Group, Inc., Power Symmetry Inc. and Previcare Corp. Mr. Kevin Spall and Mr. Andrew Osis have been appointed as Co-CEO's of the Company, and Mr. Ian Wild as Chairman.

The business of the Company moving forward will be hands-on merchant banking. The core principle of which is that "capital alone doesn't solve problems." The Company provides capital, management and Board level representation to its investee companies. The Magnetic North team believes that capital coupled with expertise and experience provides a superior return on investment to investors.

Private Placement

As a condition of closing of the Transaction, the Company was required to complete a private placement financing for not less than $3.0 million CAD ($3,000,000) of gross proceeds. That financing was completed and closed in various tranches over time to total more than $3.1 million.

Name Change

With the completion of the Transaction, the company changed its name to Magnetic North Acquisition Corp. The common shares of the Company are expected to resume trading on the TSXV in due course.

Board of Directors, Executive Officers and Senior Management

The following are brief biographies of the directors, executive officers and senior management to be put in place at Closing:

Andrew Osis - Co-Chief Executive Officer & Director. Mr. Osis has a twenty-year career working in investment banking and commercial operations having managed teams with up to one hundred people. Over the length of his career Mr. Osis has been involved in more than $25 billion in transactions. Mr. Osis formerly held positions as Vice President, Global Banking with RBC Dominion Securities Inc., Canada's largest investment banking firm, as well as positions with Peters & Company and Newcrest Capital where he focused on mergers, acquisitions, and equity and debt financings. Since leaving the investment banking business, Mr. Osis has served on numerous Boards of Directors, and as CEO and CFO of public and private organizations, covering technology, media and entertainment, energy and oilfield services, manufacturing, life sciences, and other sectors. Mr. Osis previously was a member of the Board of Directors of Delphi Energy.

Kevin Spall - Co-Chief Executive Officer & Director. Mr. Spall has eighteen years of financial services and alternative energy experience in the areas of corporate finance, mergers and acquisitions, and business development. From 2000 to 2010, Mr. Spall worked at: Yorkton Securities (now Macquarie Capital Markets Canada Ltd.), Versant Partners Inc. (now Cantor Fitzgerald Canada Corp.), where he was the Head of Investment Banking, and Blackmont Capital Inc., where he was the Head of Diversified Investment Banking. Since 2010, Mr. Spall has focused on several opportunities primarily in the alternative energy industry, including the successful development of a 50MW solar farm in Africa. Currently, Mr. Spall is CFO & Director of EEStor Corp. and sits on the Board of Directors of several private companies.

David Marinucci - Senior Vice President. Mr. Marinucci is a Senior Executive with over 30 years of diverse experience in strategy, operations and business development. He has a proven track record of success at both start-up and established companies, across multiple industry sectors having served as a senior leader in the wireless, telecom, energy and retail industries. Mr. Marinucci is the Chief Operating Officer for Carbon Credit Solutions Inc. responsible for leading the organization in the execution effort aimed at the achievement of profitability. Mr. Marinucci's primary focus includes strategy implementation and execution, data driven operational optimization and sales and channel effectiveness.

Ian Wild - Chairman of the Board. Mr. Wild is the former Executive VP, ATB Corporate Financial Services. He brings over thirty-five years in banking commencing in the UK with National Westminster Bank in their International Division working in trade finance, corporate finance and global risk management. Immigrating to Canada in 1982, Mr. Wild worked for Continental Bank of Canada (now HSBC) and then Royal Bank of Canada in the Special Loans Group, Oil & Gas Banking, Corporate Banking and Investment Banking as a Vice President in RBCDS. He currently acts as a Strategic Advisor to AltaCorp Capital, is Chairman of the Financial Advisory Committee for Calgary Economic Development, is Chairman of the Canadian Global Affairs Institute (a Geopolitical Think Tank) and previously sat on the Board of Directors of Delphi Energy.

Trent Larson - Director. Mr. Larson brings over twenty-five years of experience with a proven track record of developing and implementing growth strategies to improve performance and profitability in telecom, media, technology, manufacturing, solar, healthcare, retail, energy and financial services companies. He is a recognized digital pioneer, author of various research papers and has been an advisor to the European Commission on digital policy. Mr. Larson has served as CEO and Managing Director with leading international organizations and benefits from an extensive global network. Currently, Mr. Larson serves as an advisor to several organizations and is an active member of the technology start-up investment community. He holds a Bachelor's degree from DeVry University in California and an MBA from the University of London.

For Further Information, Please Contact:

Graeme Dick
Investor Relations
403-561-8989
graeme@colwellcapital.com

The Exchange has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this news release.

CAUTIONARY STATEMENT REGARDING FORWARD LOOKING INFORMATION

This news release contains "forward-looking information" within the meaning of Canadian securities legislation. Forward-looking information generally refers to information about an issuer's business, capital, or operations that is prospective in nature, and includes future-oriented financial information about the issuer's prospective financial performance or financial position.

The forward-looking information in this news release includes the business and operations of the Company after the completion of the Transaction.

The Company has made certain material assumptions, including but not limited to: prevailing market conditions; general business, economic, competitive, political and social uncertainties; and the ability of the Company to execute and achieve its business objectives after the closing of the Transaction, to develop the forward-looking information in this news release. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.

Actual results may vary from the forward-looking information in this news release due to certain material risk factors. These risk factors include, but are not limited to: adverse market conditions; reliance on key and qualified personnel; and regulatory and other risks associated with the industries in which the Company's portfolio companies operate, in general. The Company cautions that the foregoing list of material risk factors and assumptions is not exhaustive.

The Company assumes no obligation to update or revise the forward-looking information in this news release, unless it is required to do so under Canadian securities legislation.

MAGNETIC NORTH ACQUISITION CORP.
Suite #2110, 250-5th Street S.W.
Calgary, Alberta, T2P 0R4

E-mail: info@magneticnac.com

**Not for distribution to United States News Services or release publication, distribution or dissemination, directly or indirectly, in the United States**

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