Vancouver, British Columbia, February 14, 2025 – TheNewswire - Carrier Connect Data Solutions Inc. (formerly Hopefield Ventures Two Inc.) (the “Resulting Issuer” following completion of the Qualifying Transaction (as hereinafter defined), or prior to completion of the Qualifying Transaction, “HVII”) is pleased to announce the closing of its previously announced qualifying transaction (the “Qualifying Transaction”) pursuant to Policy 2.4 – Capital Pool Companies of the TSX Venture Exchange (the “TSXV”). Trading in the common shares of HVII was previously halted on September 16, 2024 at the request of HVII in connection with the announcement of the Qualifying Transaction. Trading in the common shares of the Resulting Issuer (the “Resulting Issuer Shares”) is expected to commence on the TSXV at the end of next week under the symbol “CCDS”, following the issuance by the TSXV of its final bulletin in respect of the Qualifying Transaction.

 

Pursuant to the Qualifying Transaction, HVII acquired all of the issued and outstanding common shares of Carrier Connect Systems Ltd. (“Carrier”) in exchange for the issuance of an aggregate of 3,600,000 Resulting Issuer Shares to the former securityholders of Carrier and by causing Carrier to pay to certain creditors of Carrier an aggregate of $100,000. Immediately prior to the closing of the Qualifying Transaction, HVII consolidated its issued and outstanding common shares on a 2.98125 for one basis (the “Consolidation”) and changed its name to “Carrier Connect Data Solutions Inc.”. After giving effect to the Consolidation and payment of the Consideration Shares, there are 9,600,000 Resulting Issuer Shares issued and outstanding. The new CUSIP number for the Resulting Issuer Shares is 14446B108 and the new ISIN is CA14446B1085.

 

The newly constituted board of directors of the Resulting Issuer consists of the following four directors: Mark Binns, Johan Arnet, Peter Smyrniotis and Mitch Demeter. Mark Binns will continue as Chief Executive Officer, Zula Kropivnitski will serve as Chief Financial Officer and Johan Arnet will serve as Chief Technology Officer and Corporate Secretary of the Resulting Issuer. Carrier continues as a wholly-owned subsidiary of the Resulting Issuer.

 

Further details of the Qualifying Transaction are contained in news releases of HVII dated September 17, 2024, October 23, 2024, November 6, 2024 and February 5, 2025. Readers are also referred to the filing statement of HVII dated January 31, 2025, which was prepared in accordance with the requirements of the TSXV and is filed under the Resulting Issuer’s issuer profile on SEDAR at www.sedar.com.

 

Early Warning Disclosure

 

Upon completion of the Qualifying Transaction, Thinsolution Inc. (“Thinsolution”), a private company controlled by Johan Arnet, acquired 2,880,000 Resulting Issuer Shares in exchange for its Shares in Carrier. As a result of the Qualifying Transaction, Thinsolution has ownership and control over 30% of the Resulting Issuer Shares on a non-diluted basis. Prior to the completion of the Qualifying Transaction, Thinsolution had no ownership or control over the Resulting Issuer. Thinsolution does not currently have any plan to acquire or dispose of additional securities of the Resulting Issuer. However, Thinsolution may acquire additional securities of the Resulting Issuer, dispose of some of the existing or additional securities it holds or will hold, or may continue to hold its current position, depending on market conditions.

 

An early warning report will be filed by Thinsolution on www.sedarplus.ca. A copy of the early warning report can also be obtained from: Thinsolution Inc. c/o Carrier Connect Data Solutions Inc., Suite 2200 – 885 West Georgia Street, Vancouver, B.C. V6C 3E8; Telephone: (604) 681-0084.

 

About the Resulting Issuer

 

The Resulting Issuer operates a Tier II/III data center located in downtown Vancouver, British Columbia, and specializes in delivering co-location and data center solutions to service providers, enterprises and small businesses. Data centers are the physical locations that store computing machines and their related hardware equipment, such as servers, data storage drives, and network equipment. As a carrier-neutral facility, the Resulting Issuer’s systems are fully independent and owned outright within its leased space. The current principal market for the Resulting Issuer is the Vancouver Metropolitan Area, where it serves clients who use its facility either as their primary datacenter or as an ancillary site depending on their needs.

 

Further Information

 

All information contained in this press release with respect to HVII, Carrier and the Resulting Issuer was supplied by the applicable party for inclusion herein, without independent review by the other parties, and each party and its directors and officers have relied on the other parties for any information concerning the other parties.

 

The TSX Venture Exchange Inc. has in no way passed upon the merits of the Qualifying Transaction and has neither approved nor disapproved the contents of this press release.

 

Contact Information

 

Carrier Connect Data Solutions Inc. (formerly Hopefield Ventures Two Inc.) Suite 2200 – 885 West Georgia Street Vancouver, B.C. V6C 3E8   Attention:         Mark Binns, CEO Telephone:         (604) 681-0084 Email:                 mark.binns1@gmail.com

Cautionary Statement Regarding Forward-Looking Information

This press release contains “forward-looking information” and “forward-looking statements” (collectively, “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. Any statements that are contained in this press release that are not statements of historical fact may be deemed to be forward-looking information. Forward-looking information is often identified by terms such as “may”, “should”, “anticipate”, “would”, “will”, “estimates”, “believes”, “intends” “expects” and similar expressions which are intended to identify forward-looking information.

The Resulting Issuer cautions that all forward-looking information is inherently uncertain, and that actual performance may be affected by a number of material factors, assumptions and expectations, many of which are beyond the control of the Resulting Issuer. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. Investors are cautioned that any information released or received with respect to, among other matters disclosed in this press release, may not be accurate or complete and should not be relied upon. Such forward-looking information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking information contained in this press release is expressly qualified by this cautionary statement. The forward-looking information contained in this press release are made as of the date of this press release, and the Resulting Issuer does not undertake any obligation to update publicly or to revise any of the included forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities laws.

The forward-looking information contained in this press release are made as of the date of this press release, and the Resulting Issuer does not undertake any obligation to update publicly or to revise any of the included forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities laws.

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 of this release.