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BEACN Wizardry & Magic Inc. Announce Resumption of Trading and Provides Supplemental information



BEACN Wizardry & Magic Inc.

Vancouver, British Columbia - TheNewswire - November 2, 2021 - BEACN Wizardry & Magic Inc. (TSXV:BECN) (“BEACN” or the “Company”) is pleased to announce that the Company’s common shares (“Shares”) resumed trading on the TSX Venture Exchange (“TSXV”) under the symbol “BECN”.

The listing follows the closing of the Company’s Qualifying Transaction (as such term is defined pursuant to the policies of the TSXV) with Beacon Hill Innovations Ltd. on October 29, 2021. At listing, the Company has 42,784,337 Shares issued and outstanding.

Supplemental Information

In addition to the resumption of trading, the Company also wishes to provide supplemental disclosure to that found in the filing statement of the Company dated October 25, 2021 (the “Filing Statement”) filed under the Company’s previous name of “Germinate Capital Ltd.” and available on the Company’s SEDAR profile at www.sedar.com. Specifically, the Company discloses the following additional shareholders of the Company as greater than 10% shareholders to supplement the disclosure relating to the principal securityholders of the Company on page 56 of the Filing Statement:

Name

Total Resulting Issuer Shares Held

Type of Ownership

 

Total Ownership on an Undiluted Basis

Total Ownership on a Fully Diluted Basis(1)

Ken Hallat,
Burnaby, British Columbia

5,605,334 (2)

Direct and Indirect

13.10%

11.34%

David Howard,
West Vancouver, British Columbia

5,605,834

Direct and Indirect

13.10%

11.35%

Notes:

  1. (1)Based on an aggregate of 50,878,478 Shares issued and outstanding assuming conversion of all of the convertible securities of the Company. 

  2. (2)Includes 4,255,334 Shares held by held by Novas Capital Corp., a company controlled by Mr. Hallat. 

 

Early Warning Disclosure Pursuant to National Instrument 62-103

Immediately prior to closing of the Transaction, Each of Ken Hallat and David Howard held no Shares of the Company. Upon closing of the Transaction and conversion of the subscription receipts issued pursuant to the concurrent financing:

  • - Mr. Hallat acquired, directly or indirectly, or exercises control or direction over, an aggregate of 5,605,334 Shares and 166,500 Share purchase warrants (Warrants”), each exercisable to acquire one Share, representing approximately 13.10% of the issued and outstanding Shares on a non-diluted basis and 11.34% of the issued and outstanding Shares on a fully-diluted basis; and

    - Mr. Howard acquired, directly or indirectly, or exercises control or direction over, an aggregate of 5,605,834 Shares and 166,750 Warrants, representing approximately 13.10% of the issued and outstanding Shares on a non-diluted basis and 11.35% of the issued and outstanding Shares on a fully-diluted basis;

Each of Messrs. Hallat and Howard may in the future take such actions in respect of their holdings as ‎each deems appropriate in light of the circumstances then existing, including the ‎purchase of additional Shares or other securities of the Company through open market ‎purchases or privately negotiated transactions, or the sale of all or a portion of their ‎holdings in the open market or in privately negotiated transactions to one or more ‎purchasers.‎

The Company’s head office is located at #301-3450 Uptown Blvd., Victoria, British Columbia, V8Z 0B9. A copy of the Early Warning Reports prepared in connection with the acquisition of the Shares by each of Messrs. Hallat and Howard can be obtained on the Company's SEDAR profile or by contacting Mark T. Brown at (604)-687-3520.

For further information, please contact:

BEACN Wizardry & Magic Inc.

Mark T. Brown, Director
Email: mtbrown@pacificopportunity.com
Telephone: (604)-687-3520

Reader Advisory

Certain information set forth in this news release contains forward-looking statements or information ("forward-looking ‎statements"), including details about the Qualifying Transaction, the Company’s listing on the TSXV and the resumption of trading of the Shares. By their nature, forward-looking statements are subject to numerous risks ‎and uncertainties, some of which are beyond the Corporation's control, including those set out in the Filing Statement available on the Company’s SEDAR profile at www.sedar.com. Although the ‎Company believes that the expectations in its forward-looking statements are reasonable, its forward-looking statements have ‎been based on factors and assumptions concerning future events which may prove to be inaccurate. Those factors and ‎assumptions are based upon currently available information. Such statements are subject to known and unknown risks, ‎uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially ‎from those stated, anticipated or implied in the forward-looking statements. Accordingly, readers are cautioned not to place undue ‎reliance on the forward-looking statements, as no assurance can be provided as to future results, levels of activity or achievements. ‎Risks, uncertainties, material assumptions and other factors that could affect actual results are discussed the Filing Statement available on the Company’s SEDAR profile at www.sedar.com. Furthermore, the forward-looking statements contained in this document are made as of ‎the date of this document and, except as required by applicable law, the Company does not undertake any obligation to publicly ‎update or to revise any of the included forward-looking statements, whether as a result of new information, future events or ‎otherwise. The forward-looking statements contained in this document are expressly qualified by this cautionary statement.‎

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 release.