In This Article:
Founders & Operators make required disclosure of its "Toehold" under the Early Warning Requirements in its Takeover of Hank Payments Corp.
NAPLES, FL / ACCESSWIRE / November 6, 2024 / Melrose Ventures
Early Warning Disclosure Document
Form 62-103F1
Required Disclosure under the Early Warning Requirements
This report is not filed to amend information disclosed in an earlier report.
Item Security and Reporting Issuer
1.1 Designation of securities: Common shares
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Name and address of the head office of the issuer: Hank Payments Corp, Toronto, ON
1.2 Name of the market: TSX Venture Exchange (TSX.V)
Item 2 Identity of the Acquiror
2.1 Name and address of the acquiror:
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Melrose Ventures LLC,
5935 Premier Way,
Naples, FL 34109
2.2 Date of the transaction: November 2, 2024
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Description of the transaction: Melrose Ventures, along with its joint actors, has announced a Toehold position & takeover bid to acquire a controlling interest in Hank Payments Corp by purchasing a minimum of 8.5 million shares OR the number of shares necessary to bring their stake above 51%.
2.3 Names of any joint actors:
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Intelligent Payment Processing Inc
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Shawn Carden
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First Canadian Capital Corp
Item 3 Interest in Securities of the Reporting Issuer
3.1 Designation and number of securities acquired or disposed of:
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Direct
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Melrose Venture Group of Joint Actors: 0 shares (prior to the takeover)
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Intelligent Payment Processing Inc: 6,836,767 shares directly owned and controlled FOUNDERS SHARES
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Shawn Carden: 950,000 shares directly owned and controlled FOUNDERS SHARES
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First Canadian Capital Corp: 500,000 shares directly owned and controlled at $.10 via TSXV
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Total Direct ownership by Melrose Ventures Group Joint Actors: 8,286,767 shares, approximately 11.33% of the 73.15MM issued & outstanding shares
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Indirect
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Intelligent Payment Processing Inc: 29.95% of Uptempo Incs 17,420,243 shares = 5,217,362- FOUNDERS SHARES
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Shawn Carden: 8.58% of UpTempo Incs 17,420.243 shares = 1,494,647- FOUNDERS SHARES
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Total indirect ownership by Melrose Ventures Group Joint Actors:6,712,018 shares approximately 9.2% of the 73.15MM issued & outstanding shares
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Total Direct and Indirect Ownership
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20.53%
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3.2 Ownership or control: The acquiror and joint actors have acquired ownership and control over the securities.
3.3 Securities lending arrangement: Not applicable.
3.4 Securities and security holding percentage before and after the transaction:
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Direct
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Melrose Venture Group of Joint Actors: 0 shares (prior to the takeover)
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Intelligent Payment Processing Inc: 6,836,767 shares directly owned and controlled FOUNDERS SHARES
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Shawn Carden: 950,000 shares directly owned and controlled FOUNDERS SHARES
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First Canadian Capital Corp: 500,000 shares directly owned and controlled at $0.10CAD purchase price via TSXV
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Total Direct ownership by Melrose Ventures Group Joint Actors: 8,286,767 shares, approximately 11.33% of the 73.15MM issued & outstanding shares
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Indirect
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Intelligent Payment Processing Inc: 29.95% of Uptempo Incs 17,420,243 shares = 5,217,362- FOUNDERS SHARES
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Shawn Carden: 8.58% of UpTempo Incs 17,420.243 shares = 1,494,647- FOUNDERS SHARES
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Total indirect ownership by Melrose Ventures Group Joint Actors:6,712,018 shares approximately 9.2% of the 73.15MM issued & outstanding shares
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Total Direct and Indirect Ownership
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20.53%
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