Faster Provides Update On Proposed Transaction, Changes To Its Board And Management, And Announces Equity Financing Round

TORONTO, ON / ACCESSWIRE / October 23, 2024 / 2757953 Ontario Inc., which markets and does business under the name "Faster" (the "Company" or "Faster"), is providing an update regarding its business, changes to its management and directors, as well as the reverse takeover transaction (the "Proposed Transaction") involving Faster and Evolution Global Frontier Ventures Corp. (CSE:EGFV) previously announced on September 15, 2023.

Proposed Transaction

The Proposed Transaction includes a reorganization of Faster and the completion of a business combination that will result in a reverse takeover of EGFV by the shareholders of Faster, subject to Faster and EGFV finalizing the definitive agreement (a "Definitive Agreement") on terms substantively similar to the terms set out in the letter of intent (the "LOI") between the parties.

The entity resulting from the Proposed Transaction (the "Resulting Issuer") will continue to carry on the business of Faster as a company that will specialize in payment technology allowing businesses to accept electronic forms of payment, namely Interac, MasterCard, Visa and American Express with faster settlement times including on weekends and holidays.

The Company has submitted an initial application to the Canadian Securities Exchange (the "CSE") in respect of the listing of the securities of the Resulting Issuer, and continues to work with the CSE and EGFV to advance the Proposed Transaction.

Subject to the terms of a Definitive Agreement, the Proposed Transaction will be structured as an amalgamation, arrangement, takeover bid, share purchase or other similar form of transaction mutually acceptable to the Company and Faster. The Company intends to issue a subsequent news release with the comprehensive details regarding the Proposed Transaction, including the proposed capitalization of the Resulting Issuer, upon execution of the Definitive Agreement.

Completion of the Proposed Transaction is subject to a number of conditions, including, but not limited to, a financing of the Company's equity securities (an "Equity Financing"), satisfactory completion of due diligence, the parties entering into the Definitive Agreement on terms acceptable to the parties and the Company and Faster obtaining any approval from their respective shareholders and the CSE. There can be no assurance that the Proposed Transaction will be completed as currently contemplated, or at all.

Changes to Management and the Board of Directors

As provided in the LOI, the management and board of the Resulting Issuer will be reconstituted (the "Resulting Issuer Board") on or around closing of the Proposed Transaction. In anticipation of advancing the Proposed Transaction and listing on the CSE, the Company has made some key management and board changes. Effective September 13, 2024, the Company has accepted Ms. Andra Enescu's resignation as the Company's CEO and a director. The Company wishes to thank Ms. Enescu for her contributions to the advancement of the company's business and going public transaction and wishes her well with her future ventures.

James Clarke will remain a director of the Company, and the board has appointed Mr. Justin Reynolds as a director of the Company.

Mr. Justin Reynolds has been serving as the Vice President and Vice President of Business Development since March 2023, and has been appointed CEO of the Company in addition to his appointment as a director. Mr. Reynolds brings a unique blend of legal education and entrepreneurial acumen to the role. Having worked for small businesses in hospitality, e-commerce and the home services industry, Mr. Reynolds has the ability to address operational, sales, and marketing opportunities to drive revenue growth. Mr. Reynolds holds a law degree (J.D.) from Bond University, Faculty of Law in Australia, and a Bachelor of Arts in Political Science from Queens University in Kingston.

The Company and Board wish to congratulate Justin on his new roll and we are very excited to have him at the helm to take Faster to the next stage of growth.

Equity Financing

Pursuant to the LOI, Faster has begun an arm's-length equity financing (the "Financing") for gross proceeds of at least $1.5 million. Faster will issue subscription receipts (the "Subscription Receipts") under the Financing, which Subscription Receipts will be exchangeable into shares of the Resulting Issuer concurrently with the closing of the Proposed Transaction. The proceeds from the financing are expected to be used for working capital, general corporate purposes and customer acquisition costs of the Resulting Issuer.

Forward Looking Information

This news release contains forward-looking information and statements ("forward-looking statements") within the meaning of applicable Canadian securities legislation, that are not based on historical fact, including, without limitation, statements using the words "believes", "anticipates", "plans", "intends", "will", "should", "expects", "continue", "estimate", "forecasts" and other similar expressions. Forward-looking statements include, among other matters, the terms and timing of the Proposed Transaction, the entering into the Definitive Agreement, and on terms mutually acceptable to the parties, Financing and the reconstitution, and composition, of the Resulting Issuer board, and the completion of the conditions, in particular obtaining CSE and shareholder approval. Readers are cautioned not to place undue reliance on forward-looking statements. Actual results and developments may differ materially from those contemplated by these statements depending on, among other things, the risks that the parties may not proceed with the LOI and the Proposed Transaction; that the ultimate terms of the LOI and the Proposed Transaction will differ from those that are currently contemplated; regulatory and CSE approval, shareholder approval; and that the LOI and the Proposed Transaction will not be successfully completed for any other reason, including but not limited to geopolitical risk, regulatory, and exchange risk. The terms and conditions of the Proposed Transaction may change based on the Company's due diligence. The Company undertakes no obligation to comment on analysis, expectations or statements made by third-parties in respect of the Company, its securities, or financial, or operating results (as applicable). Although the Company believes that the expectations reflected in forward-looking statements in this news release are reasonable, such forward looking statements has been based on expectations, factors and assumptions concerning future events which may prove to be inaccurate and are subject to numerous risks and uncertainties, certain of which are beyond the Company's control. The forward-looking statements contained in this news release are expressly qualified by this cautionary statement and are made as of the date hereof. Although we have attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. We are under no obligation to update or alter any forward-looking statements except as required under applicable securities laws. For the reasons set forth above, undue reliance should not be placed on forward-looking statement.

The Canadian Securities Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of the content of this news release.

Contact Information
For further information please visit Faster.ca or contact our team at info@faster.ca.

SOURCE: Faster