Hombre Capital Enters Into Definitive Agreement with NovaTeqni Hong Kong Limited

May 12, 2014 2:20 PM EDT | Source: NovaTeqni Corporation

Calgary, Alberta--(Newsfile Corp. - May 12, 2014) - Hombre Capital Inc. (TSXV: HOM.P) ("Hombre") is pleased to announce that, further to its news release dated December 12, 2013, it has entered into a definitive share acquisition agreement dated May 8, 2014 (the "Agreement") with NovaMeric (Pty) Limited ("NovaMeric") and its wholly owned subsidiary NovaTeqni Hong Kong Limited ("NovaTeqni") pursuant to which Hombre proposes to acquire all of the issued and outstanding shares (the "NTI Shares") of NovaTeqni (the "Acquisition"). The Acquisition is expected to constitute Hombre's Qualifying Transaction, as that term is defined under the policies of the TSX Venture Exchange (the "Exchange").

Summary of the terms of the Proposed Qualifying Transaction

Pursuant to the terms of the Agreement, Hombre will acquire 100% of the NTI Shares in exchange for the issuance of up to 20,500,000 common shares of Hombre ("Hombre Shares") at a deemed price of $0.15 per share. 14,000,000 Hombre Shares will be issued on the closing date of the Acquisition and a further 6,500,000 Hombre shares will be issued one year from the closing date if NovaTeqni's audited financials for its year ended October 31, 2014 show revenues of a minimum of US$4,000,000 with net income before tax of US$500,000.

Notwithstanding the above, the number of Hombre Shares to be issued will be adjusted depending on the cash available in NovaTeqni on the closing date. Hombre will issue an additional 500,000 Hombre Shares for every US$100,000 of cash available in NovaTeqni that is in excess US$700,000. If cash available in NovaTeqni is less than US$700,000, the Hombre Shares to be issued to NovaTeqni will be reduced by 500,000 for every US$100,000 of cash available in NovaTeqni that is less than US$700,000. Cash available will be calculated net of debts and liabilities as reflected on NovaTeqni's financial statements on the closing date and will be made up of cash and inventory, as well as products in production against purchase orders. The adjustments in the number of Hombre Shares to be issued will made on a pro-rata basis.

A finder's fee is payable in connection with the Acquisition in accordance with the policies of the Exchange and will be satisfied by way of the issuance of Hombre Shares.

About Hombre

The Hombre Shares are listed for trading on the Exchange under the trading symbol "HOM.P" and Hombre is classified as a "capital pool company" pursuant to Policy 2.4 of the Exchange. As a capital pool company, the current business of Hombre is to identify and evaluate potential acquisitions of commercially viable businesses and assets that have the potential to generate profits and add shareholder value. Except as specifically contemplated in the policies of the Exchange, until the completion of a Qualifying Transaction, Hombre will not carry on business, other than the identification and evaluation of companies, businesses or assets with a view to completing a Qualifying Transaction.

About NovaTeqni

NovaTeqni is a private company that was incorporated under the laws of Hong Kong. It is expected that NovaTeqni will soon be headquartered in the United States of America and Canada. NovaMeric is a private company that was incorporated under the laws of South Africa. Mr. Gerhard Mynhardt, a US citizen and South African resident, owns all of the issued and outstanding shares of Novameric.

NovaTeqni supplies leading edge biometric and related elections technologies used for voter registration and for voter validation. It also supplies biometrics based mobile phone user registration computers for countries where 'know-your-customer' is a legal requirement for mobile phone ownership. End users of NovaTeqni products include the United Nations and other governments. In addition, in the telecom sector, NovaTeqni's customers include MTN and Vodacom.

Based on NovaTeqni's significant experience in design and development of payment solutions, NovaTeqni is in the process of diversifying in order to supply transactional based solutions for the North American market, followed by other markets. New products will include innovative standards based mobile electronic payment solutions. NovaTeqni will increase its development capacity further which will also result in an ongoing increase in owned intellectual property. Production is contracted out to long term Asian based manufacturing partners. Strategies include possible future US based manufacturing of specialized products such as payment security modules.

Arm's Length Qualifying Transaction

The Acquisition was negotiated by the parties who are dealing at arm's length with each other and therefore, in accordance with the policies of the Exchange, is not a Non-Arm's Length Qualifying Transaction, as that term is defined by the Exchange. As a result, approval of the Acquisition by holders of the Hombre Shares is not required under the policies of the Exchange.

Conditions Precedent and Sponsorship

The completion of the Acquisition is subject to a number of conditions including, but not limited to the receipt of all necessary regulatory and Exchange approvals related to the Acquisition.

PI Financial Corp., subject to completion of satisfactory due diligence, has agreed to act as sponsor in connection with the Acquisition. An agreement to sponsor should not be construed as any assurance with respect to the merits of the Acquisition or the likelihood of completion.

Resumption of Trading and Further News

Trading of the Hombre Shares has been halted and will not resume until certain requirements of the Exchange are fulfilled. Hombre will issue a further news release as soon as further details are available regarding the Acquisition and the resumption of trading.

For further information, please contact Riaz Sumar, Chief Executive Officer and Chief Financial Officer of Hombre, by telephone at (403) 264-6300 or by email at hombrecapitalinc@gmail.com.

Reader Advisory

Completion of the Acquisition is subject to a number of conditions, including but not limited to, Exchange acceptance. There can be no assurance that the Acquisition will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the filing statement to be prepared in connection with the Acquisition, any information released or received with respect to the proposed 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 TSX Venture Exchange has in no way passed upon the merits of the Acquisition and has neither approved nor disapproved of the contents of this press release.

This press release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. The use of any of the words "expect", "anticipate", "continue", "estimate", "objective", "ongoing", "may", "will", "project", "should", "believe", "plans", "intends" and similar expressions are intended to identify forward-looking information or statements. More particularly and without limitation, this news release contains forward looking statements and information concerning the terms of the Acquisition, the completion of the Acquisition, the filing of a filing statement, the Resulting Issuer's business, and the resumption of trading. The forward-looking statements and information are based on certain key expectations and assumptions made by Hombre, including expectations and assumptions concerning the results of its due diligence review of the business of each of Novameric and NovaTeqni, the ability to obtain Exchange approval and that the Resulting Issuer can continue to commercialize its products and there is a continued demand for its products. Although Hombre believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward looking statements and information because Hombre can give no assurance that they will prove to be correct. By its nature, such forward-looking information is subject to various risks and uncertainties, which could cause the actual results and expectations to differ materially from the anticipated results or expectations expressed. These risks and uncertainties, include, but are not limited to, the results of the due diligence review of the business of Novameric and NovaTeqni being less than satisfactory, Hombre being unable to obtain the required Exchange approval, that the proposed directors and officers of the Resulting Issuer are unable to serve as directors and officers of the Resulting Issuer and the Resulting Issuer cannot continue to commercialize its products or demand for its products decreases of disappears. Readers are cautioned not to place undue reliance on this forward-looking information, which is given as of the date hereof, and to not use such forward-looking information for anything other than its intended purpose. Hombre undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable law.

Neither the 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 press release.

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