Apolo III Acquisition Corp. Announces Update on Qualifying Transaction with Ruckify Inc.
Toronto, Ontario--(Newsfile Corp. - January 18, 2021) - Apolo III Acquisition Corp. (TSXV: AIII.P) ("Apolo" or the "Company"), a "capital pool company" pursuant to the policies of the TSX Venture Exchange (the "TSXV"), is pleased to provide the following updates on its previously announced proposed qualifying transaction (the "Qualifying Transaction") with Ruckify Inc. ("Ruckify").
As previously announced, Apolo has entered into a definitive amalgamation agreement with Ruckify, which outlines the terms and conditions pursuant to which the parties will complete its proposed Qualifying Transaction. The Qualifying Transaction will result in a reverse take-over of Apolo by Ruckify and will constitute Apolo's "Qualifying Transaction" under Policy 2.4 - Capital Pool Companies of the TSXV Corporate Finance Manual.
The completion of the Qualifying Transaction is subject to a number of conditions, including obtaining all required approvals, including the final approval of the TSXV.
Apolo Special Meeting of Shareholders Results
Apolo today announced the voting results from its Special Meeting of Shareholders (the "Apolo Meeting") held on Friday, January 15, 2021 in connection with its proposed Qualifying Transaction.
All matters put forth at the Apolo Meeting, including: (i) the election of directors of the Company both prior to, and upon completion of, the proposed Qualifying Transaction; (ii) the approval of the amendment of the articles of Apolo to change the name of the Company to "Ruckify Corporation" or such other name as Apolo and Ruckify may reasonably determine and consolidate its common shares on a 36.3636:1 basis; and (iii) the adoption of the new stock option plan of the Company, each as further detailed in the management information circular of Apolo dated December 15, 2020, were approved by 99.68% of the voting shareholders of Apolo.
Ruckify Special Meeting of Shareholders
Ruckify has set the date of January 28, 2021 for its upcoming special meeting of shareholders in connection with the proposed Qualifying Transaction (the "Ruckify Meeting"). The management information circular of Ruckify and related meeting materials have been mailed to its shareholders in connection with the Ruckify Meeting.
Founded in Ottawa, Canada, in 2017, Ruckify is a rent anything marketplace allowing individuals and businesses to rent out their everyday items, earn money and experience more while reducing their environmental impact through sustainable consumerism. With its industry-changing technology Ruckify is poised to lead the way for peer-to-peer sharing in communities around the world. Ruckify provides its users the opportunity to monetize the assets they own along with the freedom to do what they want when they want without the restrictions of time, storage, price or availability. Through its subsidiary company, Better Software, Ruckify also offers a fully integrated software-as-service solution that helps small businesses improve and simplify their operations.
Cautionary Note Regarding Forward-Looking Information
This press release contains certain forward-looking statements, including statements about Ruckify and the Company's future plans and intentions and completion of the proposed Qualifying Transaction. Wherever possible, words such as "may", "will", "should", "could", "expect", "plan", "intend", "anticipate", "believe", "estimate", "predict" or "potential" or the negative or other variations of these words, or similar words or phrases, have been used to identify these forward-looking statements. These statements reflect management's current beliefs and are based on information currently available to management as at the date hereof.
Forward-looking statements involve significant risk, uncertainties and assumptions. Many factors could cause actual results, performance or achievements to differ materially from the results discussed or implied in the forward-looking statements. Among the key factors that could cause actual results to differ materially from those projected in the forward-looking information are the following: the ability to consummate the Qualifying Transaction; the ability to obtain requisite regulatory and Ruckify shareholder approvals and the satisfaction of other conditions to the consummation of the Qualifying Transaction on the proposed terms and schedule; the potential impact of the announcement or consummation of the Qualifying Transaction on relationships, including with regulatory bodies, employees, suppliers, customers and competitors; the re-rating potential following the consummation of the Qualifying Transaction; changes in general economic, business and political conditions, including changes in the financial markets; and the diversion of management time on the Qualifying Transaction. These factors should be considered carefully and readers should not place undue reliance on the forward-looking statements. Although the forward-looking statements contained in this press release are based upon what management believes to be reasonable assumptions, the Company cannot assure readers that actual results will be consistent with these forward-looking statements. These forward-looking statements are made as of the date of this press release, and the Company assumes no obligation to update or revise them to reflect new events or circumstances, except as required by law.
For further information, please contact:
Chief Financial Officer
Apolo III Acquisition Corp.
Completion of the proposed Qualifying Transaction is subject to a number of conditions, including, but not limited to, TSXV acceptance and approval. There can be no assurance that the proposed Qualifying Transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the filing statement or management information circular of Apolo or management information circular of Ruckify prepared in connection with the proposed Qualifying Transaction, any information released or received with respect to the proposed Qualifying Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Apolo should be considered highly speculative.
The TSXV has in no way passed upon the merits of the proposed Qualifying Transaction and has not approved or disapproved of the contents of this press release.
Neither the 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 release.
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