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SLM

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Share Name Share Symbol Market Type
TSXV:SLM TSX Venture Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0 -

Penfold Capital Acquisition IV Corporation Announces TSXV Conditional Approval and Filing of Filing Statement for its Qualify...

26/04/2013 2:00pm

Marketwired Canada


Penfold Capital Acquisition IV Corporation ("Penfold") (TSX VENTURE:PLD.P), a
capital pool company of the TSX Venture Exchange ("TSXV"), is pleased to
announce that it has received conditional approval from the TSXV for the closing
of its Qualifying Transaction, as defined under TSXV Policy 2.4 - Capital Pool
Companies (the "CPC Policy"), and Penfold has filed its filing statement in
connection with its Qualifying Transaction (the "Filing Statement"). 


Pursuant to a share exchange agreement dated July 3, 2012 (the "Share Exchange
Agreement") with SLM Logistics Corporation ("SLM") Penfold has agreed to acquire
all of the issued and outstanding SLM common shares ("SLM Shares") in exchange
for the issuance of an aggregate of 33,474,745 Penfold common shares ("Penfold
Shares"), of which 29,511,945 Penfold Shares will be subject to the terms and
conditions of a TSXV surplus security escrow agreement. Immediately, after the
closing SLM will be a direct, wholly-owned subsidiary of the resulting issuer
and the holders of the SLM Shares will collectively exercise control over the
resulting issuer. 


Completion of the Qualifying Transaction is subject to fulfilling all conditions
of the TSX-V, including but not limited to a concurrent non-brokered private
placement of 2,278,636 units of SLM for gross proceeds of $250,650. Each unit
will be offered at a price of $0.11 per unit and will consist of one SLM Share
and one-half of one common share purchase warrant. Each whole warrant may be
exercised for a period of 24 months from the date of completion of the
Qualifying Transaction at an exercise price of $0.15 per share. 


Assuming all conditions for closing are satisfied, Penfold expects to close the
Qualifying Transaction on or about May 8, 2013. Upon completion of the proposed
Qualifying Transaction, Penfold is expected to meet all of the minimum listing
requirements for a Tier II Issuer pursuant to the policies of the TSXV. The
Filing Statement is available under Penfold's profile on SEDAR at www.sedar.com.
Following completion of the Qualifying Transaction, the business of the
Resulting Issuer will be to manage consumer and retail store returns, defective
and problematic electronics to product end of life management.


About SLM: 

SLM was incorporated in Ontario in 2004 and is dedicated to managing consumer
and retail store returns and defective and problematic electronics to product
end of life management. SLM provides accountable management of returns from
receiving to end of life with quality assurance testing, factory servicing of
returns, resale of returns through non traditional channels and recycling of non
saleable product to support a closed-loop, first-tier distribution process. SLM
is unique in that it is able to fully recycle the non saleable returns it
receives, thereby allowing customers' return processes to have a very low
environmental impact. SLM has had an independent Waste Audit Report completed
which shows SLM is able to achieve a waste diversion rate of 98.61%. This means
that companies working with SLM's processes are able to divert 98.61% of their
product from landfill sites. SLM is currently working on rolling out this
product offering to a number of retailers to allow them to better capture the
environmentally conscious consumer. SLM currently operates only in Ontario.


About Penfold 

Penfold Capital is a private holding company. Penfold invests in public and
private assets operating in telecommunications, clean technology, real estate
and financing services. Penfold works with private and public companies,
developing and implementing succession planning and completing strategic
reviews. Penfold Capital Acquisition IV Corp. is a CPC company founded by
Penfold Capital.


Completion of the Qualifying Transaction is subject to a number of conditions,
including but not limited to, final TSXV acceptance. There can be no assurance
that the Qualifying Transaction will be completed as proposed or at all. 


Investors are cautioned that, except as disclosed in Filing Statement filed in
connection with the Qualifying Transaction, any information released or received
with respect to the Transaction may not be accurate or complete and should not
be relied upon. Trading in the securities of a capital pool company should be
considered highly speculative. 


This press release contains forward-looking information within the meaning of
Canadian securities laws. Such information includes, without limitation,
information regarding the completion of the Qualifying Transaction. Although
Penfold believes that such information is reasonable, it can give no assurance
that such expectations will prove to be correct. 


Forward-looking information is typically identified by words such as: believe,
expect, anticipate, intend, estimate, postulate and similar expressions, or are
those, which, by their nature, refer to future events. Penfold cautions
investors that any forward-looking information provided by Penfold is not a
guarantee of future results or performance, and that actual results may differ
materially from those in forward looking information as a result of various
factors, including, but not limited to: Penfold's ability to complete the
Qualifying Transaction; the state of the financial markets for Penfold's
securities; the state of the resulting issuer's industry in the event the
Qualifying Transaction is completed; recent market volatility; Penfold's ability
to raise the necessary capital or to be fully able to implement its business
strategies; and other risks and factors that Penfold is unaware of at this time.
The reader is referred to Penfold's Filing Statement and initial public offering
Prospectus for a more complete discussion of applicable risk factors and their
potential effects, copies of which may be accessed through Penfold's page on
SEDAR at www.sedar.com.


FOR FURTHER INFORMATION PLEASE CONTACT: 
SLM:
Paul Haber
(416) 318-6501
phaber@blackbirchcap.com


Penfold:
Gary Clifford
Director, President and CEO
gclifford@penfoldcapital.com

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