NewNorth Projects Ltd. Announces Closing of Arrangement

CALGARY, Feb. 11, 2020 /CNW/ - NewNorth Projects Ltd. ("NewNorth" or the "Company") (TSXV: NNP) is pleased to announce the closing of the plan of arrangement involving NewNorth, Bordeaux Properties Inc. ("Bordeaux"), Bordeaux Developments Corporation (the "Purchaser") and the holders of common shares of NewNorth (the "NewNorth Shares"), as previously announced by NewNorth on December 3, 2019 (the "Arrangement").

Pursuant to the Arrangement, the Purchaser has acquired all of the outstanding NewNorth Shares in exchange for cash consideration of $0.13 per NewNorth Share held (the "Consideration"), for an aggregate purchase price of $1,584,543.74. Neither the Purchaser nor Bordeaux owned any NewNorth Shares prior to the Arrangement.  The Purchaser has also amalgamated with NewNorth under the Arrangement and will carry on business under the name "Bordeaux Developments Corporation", with Bordeaux being the sole shareholder of the amalgamated entity.

Registered NewNorth shareholders, who have not already done so, should submit their certificate(s) or DRS Advice(s) representing their NewNorth Shares along with a completed letter of transmittal (a "Letter of Transmittal") to the depositary, AST Trust Company, in order to receive the Consideration. Holders of NewNorth Shares who hold their shares through a broker, investment dealer or other intermediary should follow the instructions of such broker, investment dealer or other intermediary. Letters of Transmittal have been sent to registered NewNorth shareholders, and additional copies may be obtained by accessing NewNorth's SEDAR profile at www.sedar.com (now under the name "Bordeaux Developments Corporation").

In connection with the completion of the Arrangement, it is expected that the NewNorth Shares will be delisted from the TSX Venture Exchange ("TSXV") in approximately two to three business days.

Further details regarding the Arrangement can be found in the Company's information circular and proxy statement dated December 20, 2019, filed on NewNorth's SEDAR profile at www.sedar.com (now under the name "Bordeaux Developments Corporation").

Bordeaux will file an early warning report on SEDAR at www.sedar.com with respect to the closing of the Arrangement, which will be available from the offices of Bordeaux at Suite 101, 6240 – 6A Street SW, Calgary, Alberta, Canada  T2M 2B7 or by contacting Birol Fisekci, President and Chief Executive Officer of Bordeaux, at 403-998-7053.

About Bordeaux Developments

Bordeaux was established in 2001 as an integrated land and housing company with a difference. Since its inception, the team at Bordeaux has brought energy and a unique depth of knowledge to the industry. Decades of local and international experience in leading residential, commercial, and recreational land development companies, combined with a fresh energetic approach to providing the Calgary and area market with a boutique development experience, means they are capable of giving individual attention to each client so that their needs and goals are met.

www.bordeauxdevelopments.com

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION AND STATEMENTS

This press release contains forward-looking statements within the meaning of applicable securities laws. More particularly and without limitation, this press release contains forward-looking statements regarding delisting of the NewNorth Shares from the TSXV. All statements, other than statements of historical facts, that address activities that NewNorth assumes, anticipates, plans, expects, believes, projects, aims, estimates or anticipates (and other similar expressions) will, should or may occur in the future are forward-looking statements.  All of the forward-looking statements in this release are qualified by the assumptions that are stated or inherent in such forward-looking statements. Although NewNorth believes these assumptions are reasonable, they are not exhaustive of the factors that may affect any of the forward-looking statements and the reader should not place undue reliance on these assumptions and such forward-looking statements. The key assumptions that have been made in connection with the forward-looking statements include: the timing and receipt of the necessary regulatory and other approvals. NewNorth believes the material factors, expectations and assumptions reflected in the forward-looking statements are reasonable, but no assurance can be given that these factors, expectations and assumptions will prove to be correct.

The forward-looking statements provided in this press release are based on management's current belief, based on currently available information, as to the outcome and timing of future events. NewNorth cautions that forward-looking statements relating to NewNorth are subject to all of the risks and uncertainties normally incident to such endeavors. Furthermore, the forward-looking statements contained herein are made as at the date hereof and NewNorth does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities laws. Readers are cautioned that the foregoing list of factors is not exhaustive. Additional information on these and other factors that could affect NewNorth's operations and financial results are included in reports on file with Canadian securities regulatory authorities and may be accessed through the SEDAR website (www.sedar.com).

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy of this release.

SOURCE NewNorth Projects Ltd.

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