A-LABS CAPITAL II CORP. Provides Updates on Qualifying Transaction with Orcanos Ltd and other Corporate Updates

(via TheNewswire)

Vancouver, British Columbia –TheNewswire -June 1, 2022 - A-Labs Capital II Corp.("ALAB" or the "Company") (TSXV:ALAB.P), a capital pool company under Policy 2.4 –Capital Pool Companiesof the TSX Venture Exchange ("Exchange"),announces that, further to its news release of March 31, 2022announcing a definitive securities exchange agreement pursuant to which the Company has agreed to acquire all of the issued and outstanding securities of Orcanos Ltd. (the “Transaction”), it has entered into an amending agreement, effectiveMay 31, 2022, with Orcanos Ltd. to extend the deadline for the completion of the Transaction from May 30, 2022, to June 30, 2022.

In addition, the Company has entered into an amendment to the amalgamation agreement dated March 31, 2022, which provides for a three-cornered amalgamation under theBusiness Corporations Act(British Columbia) (the “Amalgamation”). The administrative amendment clarifies that the issued and outstanding share in 1351980 B.C. Ltd., prior to the conversion of the subscription receipts, will be cancelled immediately prior to the effective time of the Amalgamation as opposed to at the effective time of the Amalgamation.

The Company also announces that it has appointed Odyssey Trust Company as the registrar, transfer and escrow agent of the Company’s common shares in replacement of TSX Trust Company. Shareholders of the Company do not need to take any action with respect to the change in registrar, transfer and escrow agent services. All inquiries and correspondence relating to the shareholder records, transfer of shares or change of address should be directed to Odyssey Trust Company, through their offices in Vancouver and Calgary.

As previously announced by the Company, the Transaction will constitute the Company's “qualifying transaction” pursuant to Policy 2.4 of the Exchange. Details of the Transaction, the Securities Exchange Agreement and the amalgamation agreement are set out in the Company’s filing statement dated March 31, 2022,which is available under the Company’s profile on SEDAR at www.sedar.com.

For further information regarding the Company, contact:

Doron Cohen, CEO

[e-mail]

972 545-224-017

 

For further information regarding Orcanos, please contact:

 

Zohar Peretz, CEO

[e-mail]

972-525-582-578

 

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.

Caution Regarding Forward-Looking Information

The information in this news release includes certain information and statements about management’s view of future events, expectations, plans and prospects that constitute forward looking statements. These statements are based upon assumptions that are subject to significant risks and uncertainties. Forward looking statements in this news release include, but are not limited to: the closing of the Transaction, Amalgamation and related transactions and the extension for the Transaction deadline will be met. Although the Company believes that the expectations reflected in forward looking statements are reasonable, it can give no assurances that the expectations of any forward-looking statement will prove to be correct. Except as required by law, the Company disclaims any intention and assumes no obligation to update or revise any forward looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward looking statements or otherwise.

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