IPO - Cuspis Capital II Ltd. Extends LOI with Peninsula Capital Corp. and Adopts New Capital Pool Company Policy
(TheNewswire)
Toronto, ON - TheNewswire - December 15, 2022 - Cuspis Capital II Ltd. (TSXV:CCIIP) (“ Cuspis ” or the“ Company ”), a capital pool company as defined under TSX VentureExchange (the “ TSXV ” or “ Exchange ”) Policy2.4 – Capital Pool Companies (“ Policy 2.4 ”)announces an amendment of its letter of intent dated June 1, 2022 (the" LOI ") with Peninsula Capital Corp. (“ Peninsula ”) andannounces that it has received the approval of the majority of thedisinterested shareholders (the “ Shareholders “) toimplement certain amendments to align with the Exchange’s announcedchanges to its Capital Pool Company Program and Exchange Policy 2.4– Capital Pool Companies, effective as of January 1, 2021 (the“ New CPC Policy “).
The LOI, as described in the Company’s press releaseof June 7, 2022, outlines the proposal by which Cuspis will acquireall of the issued and outstanding securities of Peninsula, a privatecompany incorporated under the laws of the Province of Ontario, withthe intention that such acquisition will constitute the “QualifyingTransaction” for Cuspis as that term is defined in Policy 2.4. Theamendment announced today will extend the deadline for completion ofthe transaction to June 30, 2023. The parties continue to workdiligently and collaboratively with counsel and the regulators towardsthe completion of this transaction.
At the Company’s Annual General Meeting held onDecember 6, 2022, the Shareholders granted approval to: (i) remove theconsequences of failing to complete a Qualifying Transaction within 24months of the Company’s date of listing on the Exchange and (ii)amend the escrow release conditions and certain other provisions ofthe Company’s CPC escrow agreement in accordance with certainchanges to Policy 2.4. As such, upon receiving final approval from theExchange, the Company will operate under the parameters of the New CPCPolicy.
Under the New CPC Policy, the Company is permitted toimplement certain other changes without obtaining shareholderapproval. As a result, the Company expects to take advantage of allthe changes under the New CPC Policy that do not require shareholderapproval, which became effective on January 1, 2021
About the Company
Cuspis completed its initial public offering inDecember, 2020. The common shares of Cuspis are listed for trading onthe TSXV under the stock symbol “CCII.P”. Cuspis has not commencedcommercial operations and has no assets other than cash. Cuspis wasincorporated under the laws of the Province of Ontario.
Peninsula has built, and continues to grow, a portfolioof affordable single family rental housing in US markets, that areundergoing revitalization, and that provide stabilized high yieldingand growing rental cash flow. Peninsula provides affordable, quality,safe and secure housing to its tenants. Peninsula’s growth is focused on and specialized in identifying houseswhere the Corporation can apply its tested and proven value addprocess to increase the value of new acquisitions by increasing rents,completing rehab work or a combination of the two. Peninsula is based in Toronto, Ontario and was incorporatedon August 24, 2015.
For further information:
William Ollerhead
Cuspis Capital II Ltd.
Will@CuspisCapital.com
Tel. (416) 214-0876
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