Duncan Park Holdings Corporation Announces Closing of First Tranche of Non-Brokered Private Placement
Toronto, Ontario - (Newsfile Corp. –May 25, 2020) - Duncan Park Holdings Corporation (OTC Pink: DCNPF) (the “Company” or “Duncan Park”) announces it completed the first tranche of a non-brokered private placement on May 22, 2020 (the “ClosingDate”) for gross proceeds of $1,637,000 through the issuance of 16,370,000 common shares (each, a “Common Share”) at a price of $0.10 per Common Share (the “Offering”).
The proceeds of the Offering will be used to develop the Company’s business and for general working capital purposes.
All securities issued in connection with the Offering are subject to a hold period of four months plus a day from the Closing Date and the resale rules of applicable securities legislation.
Eligible finders were paid 8% cash plus a number of broker warrants (“Broker Warrants”) equal to 8% of the number of Common Shares sold by the finder in the Offering. The Broker Warrants have an exercise price of $0.10 per Common Share and are exercisable for a period of 24 months from the Closing Date.
The Company has made an application to list its Common Shares on the Canadian Securities Exchange but at this time it is not possible to confirm if or when such listing will occur. The Company will provide further updates with respect to the potential listing as they become available.
Certain directors, officers and other insiders of the Company purchased or acquired direction and control over a total of 200,000 Common Shares under the Offering. The participation of those persons in the Offering constitutes a “related party transaction” within the meaning of Multilateral Instrument 61‑101 ‑Protection of Minority Security Holders in Special Transactions (“MI 61‑101”). The Company has relied on exemptions from the formal valuation and minority shareholder approval requirements of MI 61‑101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61‑101 in respect of related party participation in the Offering as neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involved the related parties, exceeded 25% of the Company’s market capitalization (as determined under MI 61-101). Further details will be included in a material change report to be filed by the Company. The material change report was not filed more than 21 days prior to closing of the Offering. The shorter period was necessary to permit the Company to close the Offering in a timeframe consistent with usual market practice for a transaction of this nature.
Neither the Canadian Securities Exchange nor its Regulation Services Provider have reviewed or accept responsibility for the adequacy or accuracy of this release.
About Psyched Wellness Ltd.:
Psyched Wellness Ltd. is a Canadian-based health supplements company dedicated to the distribution of mushroom-derived products and associated consumer packaged goods. The Company’s objective is to create premium mushroom-derived products that have the potential to become a leading North American brand in the emerging functional food category. The Company is in the process of developing a line of Amanita muscaria-derived water-based extracts, teas and capsules designed to help with three health objectives: promote stress relief, relaxation and assist with restful sleeping.
Cautionary Statement Regarding Forward Looking Information
This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. These statements relate to future events or future performance. The use of any of the words “could”, “intend”, “expect”, “believe”, “will”, “projected”, “estimated” and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the Company’s current belief or assumptions as to the outcome and timing of such future events. The forward-looking information and forward- looking statements contained herein include, but are not limited to, statements regarding: the ability of the Company to develop Amanita Muscaria-derived products; the safety of Amanita Muscaria consumption and the safety and purity of any extracts thereof; and (ii) the uses and potential benefits of Amanita Muscaria.
Forward-looking information in this news release are based on certain assumptions and expected future events, namely: the Company’s ability to continue as a going concern; the Company’s ability to continue to develop its mushroom-derived products and associated consumer packaged goods; continued approval of the Company’s activities by the relevant governmental and/or regulatory authorities; and the continued growth of the Company.
These statements involve known and unknown risks, uncertainties and other factors, which may cause actual results, performance or achievements to differ materially from those expressed or implied by such statements, including but not limited to: the potential inability of the Company to continue as a going concern; risks associated with potential governmental and/or regulatory action with respect to the Company’s operations; competition within the psychedelics market; risks with respect to the safety of Amanita Muscaria consumption and the safety and purity of any extracts thereof; and the risk that there is no potential benefit of Amanita Muscaria consumption.
Readers are cautioned that the foregoing list is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such 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 statements contained in this news release are expressly qualified by this cautionary statement and reflect the Company’s expectations as of the date hereof and are subject to change thereafter. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, estimates or opinions, future events or results or otherwise or to explain any material difference between subsequent actual events and such forward-looking information, except as required by applicable law.