Cryptologic Corp. Announces Closing of Previously Announced Transaction, Name Change and Change in Directors and Officers
CRYPTOLOGIC CORP. ANNOUNCES CLOSING OF PREVIOUSLY ANNOUNCED
TRANSACTION, NAME CHANGE AND CHANGE IN DIRECTORS AND OFFICERS
TORONTO, Ontario, May 28, 2021 – Cryptologic Corp. (CSE:CRY) (the “Company”) is
pleased to announce that it has closed the previously announced acquisition (the
“Acquisition”) of Copenhagen Minerals Inc. (“Copenhagen”) pursuant to the amended
and restated share purchase agreement (the “ Amended and Restated SPA ”) dated
May 21, 2021 with Greenland Resources Inc. (the “ Seller”), Copenhagen, RSG Mining
Corp. and certain other parties. Copenhagen owns 100% of a mineral exploration
license known as the Storø Gold Project, located in Greenland.
Amended and Restated SPA
As part of the closing of the Acquisition, the Company issued an aggregate of
37,600,000 common shares of the Company at a deemed issue price of C$0.24 per
share (the “Consideration Shares”) to the Seller and certain other parties.
Please refer to the Company’s news releases dated January 28, 2021, March 22, 2021,
May 18, 2021, May 25, 2021, the Notice of Meeting and Information Circular of the
Company dated March 12, 2021, the SPA and the Amended and Restated SPA, each of
which is available on SEDAR at www.sedar.com, for additional information on the
Acquisition. Further details about the Acquisition and the issuer resulting from the
Acquisition (the “ Resulting Issuer ”) will be provided in a listing statement of the
Company that is prepared and filed in respect of the Acquisition. Investors are cautioned
that, except as disclosed in such listing statement, any information released or received
with respect to the Acquisition or the Resulting Issuer may not be accurate or complete
and should not be relied upon.
Name Change and Change in Directors and Officers
As a result of the of the closing of the Acquisition, the Company changed its name from
“Cryptologic Corp.” to “Greenhawk Resources Inc.”.
Dale Johnson and John FitzGerald resigned from their positions as directors of the
Company and Mr. FitzGerald and Joshua Lebovic resigned from their positions as Chief
Executive Officer and Chief Financial Officer of the Company, respectively. Greg
McKenzie was appointed Chief Executive Officer and Carmelo Marrelli was appointed
Chief Financial Officer and Corporate Secretary. Mr. McKenzie was appointed to the
board of directors of the Company along with Ruben Shiffman, William Randall and
Dwayne Melrose. Tom English will continue to be a director of the Company.
About Greenhawk Resources Inc.
Greenhawk owns a 100% legal and beneficial interest in two mineral exploration
licenses and one prospecting license in Greenland known as the Storø Gold Project.
For information, please contact:
Greg McKenzie
Chief Executive Officer
Phone: 416-504-2020
Email: [email protected]
Cautionary Note Regarding Forward-Looking Information
Certain statements in this press release, including statements with respect to the
Company filing the listing statement in respect of the Acquisition, contain forward-looking
information which can be identified by the use of forward looking terminology such as
"believes", "expects", "may", "desires", "will", "should", "projects", "estimates",
"contemplates", "anticipates", "intends", or any negative such as "does not believe" or
other variations thereof or comparable terminology. No assurance can be given that
potential future results or circumstances described in the forward-looking statements will
be achieved or will occur. By their nature, these forward-looking statements necessarily
involve risks and uncertainties that could cause actual results to significantly differ from
those contemplated by these forward-looking statements. Such statements reflect the
view of the Company with respect to future events and are based on information
currently available to the Company and on assumptions, which it considers reasonable.
Management cautions readers that the assumptions relative to the future events, several
of which are beyond management's control, could prove to be incorrect, given that they
are subject to certain risk and uncertainties, and that actual results may differ materially
from those projected. Management disclaims any intention or obligation to update or
revise any forward-looking statements whether as a result of new information, future
events or otherwise, except as required by applicable securities laws. The reader is
cautioned not to place undue reliance on forward-looking information.
The Canadian Securities Exchange has not reviewed, approved or disapproved the
content of this news release.