TORONTO, ONTARIO — January 4, 2016 — Bradstone Capital Corp. (Formerly HPB Investments Inc.) (“Bradstone Capital”) and Fountain Asset Corp. (“Fountain Asset”) (Formerly GC-Global Capital Corp.) (FA on the TSXV) are pleased to announce that effective December 31, 2015, Bradstone Capital has completed a reverse takeover transaction with Bradstone Financial Corp. (“Bradstone Financial”).
As previously announced in Bradstone Capital’s press releases dated January 28, 2015 and August 17, 2015, the Bradstone Capital entered into an agreement with Bradstone Financial that constituted a reverse take-over of the Bradstone Capital. Effective December 31, 2015 and as approved at the shareholder meeting of Bradstone Capital held on September 8, 2015, the Corporation:
- a) changed its name to Bradstone Capital Corp.;
- b) changed the composition of its Board of Directors to Chris Carmichael, Jason Ewart, Michael Allen and Alec Regis;
- c) appointed Chris Carmichael as Chief Executive Officer;
- d) consolidated its 15,780,000 common shares on a twelve (12) for one basis resulting in 1,315,000 new common shares (the “Consolidated Common Shares”);
- e) created new series of shares including subordinate voting shares (the “SV Shares”), multiple voting shares (the “MV Shares”) and preference shares;
- f) converted the Consolidated Common Shares into 1,315,000 SV Shares;
- g) issued 1,565,757 SV Shares in shares for debt transactions with Bradstone Capital’s director Michael Allen and Bradstone Capital’s former director Harry Blum;
- h) issued 17,335,578 SV Shares and 8,667,353 MV Shares to Bradstone Financial shareholders (effective December 31, 2015, the date that Bradstone Financial became a reporting issuer, Fountain Asset, who owned 100% of Bradstone Financial in the form of 17,335,578 subordinate voting shares and 8,667,353 multiple voting shares, exchanged those shares on a one for one basis with Fountain Asset shareholders who owned 17,335,578 Fountain Asset Class A Preferred Shares and 8,667,353 Fountain Asset Class B Preferred Shares);
- i) changed its registered address to 273 Tweed Street, Cobourg, Ontario, K9A 2R8.
Bradstone Capital has received conditional approval to list its 20,216,335 SV Shares on the Canadian Securities Exchange (the “CSE”), subject to Bradstone Capital submitting certain outstanding CSE application documentation.. The Bradstone Capital MV Shares will not be listed on an exchange but they are convertible into Bradstone Capital SV Shares on a one for one basis.
For further information about either Bradstone Financial or the Transaction, including the biographies of the new directors, please see the information circular prepared for the shareholder meeting held on September 8, 2015 filed under the Corporation’s profile on SEDAR at www.sedar.com. Additional information about the Corporation is also available under HPB Investments Inc.’s SEDAR profile.
About Bradstone Capital Corp.
Bradstone Capital Corp. is a merchant bank which provides equity financing and bridge loan services to companies across many industries in Canada and the United States. For further information, please contact Chris Carmichael (647) 352-4900.
About Fountain Asset Corp.
Fountain Asset Corp. is a merchant bank which provides equity financing, bridge loan services (asset back/collateralized financing) and strategic financial consulting services to companies across many industries such as oil & gas, mining, real estate, manufacturing, retail, financial services, technology and biotechnology. For further information, please contact Jason G. Ewart at (416) 488-7760 or visit Fountain Asset Corp.’s website at www.fountainassetcorp.com .
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.