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Infinity Stone Ventures Corp. — Capital/Financing Update 2021
Jul 14, 2021
46166_rns_2021-07-13_f97457df-7311-470f-b1df-447b992e2d18.pdf
Capital/Financing Update
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MATERIAL CHANGE REPORT
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Item 1. Name and Address of Company – Contakt World Technologies Corp. (Formerly Tracker Ventures Corp.) (the “ Company ”), #750-1095 West Pender Street, Vancouver, BC V6E 2M6
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Item 2. Date of Material Change – July 12 and 13, 2021
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Item 3. News Release – News Release issued July 13, 2021 through Newsfile.
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Item 4. Summary of Material Change – Contakt World Technologies Corpis pleased to announce the completion of its previously announced reverse takeover transaction (the “Transaction”) with Contakt World Technologies Corp. (“Contakt Target”), pursuant to the terms of the amalgamation agreement (the “Amalgamation Agreement”) dated December 3, 2020 among the Company, Contakt Target, 1276313 B.C. Ltd. (“Subco”) and certain founding shareholders of Contakt Target.
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Item 5. Full Description of Material Change - Contakt World Technologies Corp. (the "Company" or "Contakt World") (CSE:TKR) (FWB:B2I) is pleased to announce the completion of its previously announced reverse takeover transaction (the “Transaction”) with Contakt World Technologies Corp. (“Contakt Target”), pursuant to the terms of the amalgamation agreement (the “Amalgamation Agreement”) dated December 3, 2020 among the Company, Contakt Target, 1276313 B.C. Ltd. (“Subco”) and certain founding shareholders of Contakt Target.
The Transaction was carried out by way of a three-cornered amalgamation, whereby Subco and Contakt Target amalgamated and Contakt Target became a wholly-owned subsidiary of the Company. In connection with the Transaction, the Company (i) changed its name from “Tracker Ventures Corp.” to “Contakt World Technologies Corp.”, (ii) reorganized its share structure to redesignate its existing common shares as class A subordinate voting shares (the “Subordinate Voting Shares”) and create a new class of class B super voting shares and (iii) reconstituted its leadership team such that it is now composed of the following individuals: Justin Beck as Chief Visionary Officer; Zayn Kalyan as Interim Chief Executive Officer and a director; Dong Shim as Chief Financial Officer; Robin Coleman as a director; Catherine Delcin as a director; and Christopher Cherry as a director.
The Acquisition constituted a “fundamental change” of the Company, as such term is defined in the rules and policies of the Canadian Securities Exchange (the “CSE”). Upon acceptance of the Company’s final application with the CSE respecting the Transaction, the Company will provide a further update respecting the date on which the Subordinate Voting Shares will commence trading under the Company’s new trading symbol “HELP”.
Justin Beck, Chief Visionary Officer, added “I want to thank everyone for their patience, and the CSE for their support, during this process. With our public listing, Contakt World is better positioned to attract capital, retain talent, pursue M&A, and realize our commercial plans. We couldn’t be more excited about our future.”
Once accepted by the CSE, a copy of the Form 2A listing statement in connection with the Transaction will be available on SEDAR at www.sedar.com and the CSE website.
Financing
Contakt World is also pleased to announce that it has closed the fifth tranche (the “Fifth Tranche”) of its previously announced financing (the “Financing”) of units (each, a “Unit”) of the Company through the issuance of 207,692 Units at a price of $0.65 per Unit, for total gross proceeds of $135,000. Each Unit is composed of one (1) Subordinate Voting Share and one-half of one (1/2) Subordinate Voting Share purchase warrant (a “Warrant”). Each whole Warrant is exercisable into one (1) Subordinate Voting Share (a “Warrant Share”) at a price of $1.30 for a period of two (2) years from the date of issuance. Between all tranches of the Financing, the Company has issued a total of 2,686,015 Units, raising aggregate gross proceeds of $1,745,910. All securities issued pursuant to the Fifth Tranche are subject to a four-month and one day statutory hold period.
The Company intends to use the net proceeds from the Fifth Tranche towards general working capital.
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Item 6. Reliance on Section 7.1(2) or (3) of National Instrument 51-102 – Not applicable.
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Item 7. Omitted Information – No significant facts remain confidential in, and no information has been omitted from, this report.
Item 8. Executive Officer – Mr. Zayn Kalyan, Interim CEO of the Issuer, is knowledgeable about the material change and this report. He can be contacted at (778) 938-3367.
Item 9. Date of Report –July 13, 2021.
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