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VANCOUVER, British Columbia, Oct. 13, 2021 (GLOBE NEWSWIRE) -- Prospect Park Capital Corp. (the “Company”) (CSE:PPK), a public investment issuer, is pleased to announce that it has completed its acquisition of Diitalk Communications Inc. (“Diitalk”), a corporation existing under the laws of British Columbia, in the business of operating a rewards-based communication platform and the provision of services in connection therewith, including, without limitation, VOIP calling, SMS messaging, analytics engine, mobile apps and add engines.
Further to the Company’s news release dated September 3, 2021 (the “Initial News Release”), the amalgamation was completed pursuant to an amalgamation agreement dated September 3, 2021 among the Company, Diitalk and PPK Acquisition Corp. (“Subco”), a wholly owned subsidiary of the Company, whereby Diitalk and Subco amalgamated to become a wholly owned subsidiary of the Company (the “Transaction”). In consideration for exchanging their common shares of Diitalk, the shareholders of Diitalk received an aggregate of 15,000,000 common shares of the Company. All convertible securities of Diitalk were terminated or expired prior to the closing of the Transaction. The securities of the Company were issued pursuant to the provisions of section 2.11(a) of National Instrument 45-106 - Prospectus Exemptions. For further information on the Transaction, please refer to the Initial News Release.
Upon completion of the Transaction, 47,347,074 common shares of the Company are issued and outstanding, with the current shareholders of the Company holding approximately 68.3% of the common shares of the Company and the former shareholders of Diitalk holding approximately 31.7% of the common shares of the Company.
“We are extremely excited to complete this transaction and are well positioned to bring to market the first robust voice and messaging application to help bridge the gap in coverage in countries where 2G and 3G networks are more prominent. Our full suite of unique and innovative services will provide communication in these countries and will encourage people to connect and come together. DiiTalk is available worldwide and is used everyday by people to connect with one another,” said James Greig, Chief Executive Officer of the Company.
The Transaction is not a “related party transaction” as such term is defined by Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions. In addition, no new Related Person (as such term is defined by the Canadian Securities Exchange) was created as a result of the Transaction. The Transaction was negotiated at arm’s length. No finder’s fee was payable in connection with the Transaction.