Final Prospectus Accessible on SEDAR+
Ottawa, Ontario--(Newsfile Corp. - September 23, 2026) - Coco Pool II Corp. (the "Corporation"), a company seeking to list its common shares on the TSX Venture Exchange (the "Exchange"), as capital pool company ("CPC") as defined under Policy 2.4 - Capital Pool Companies (the "CPC Policy") of the Exchange, is pleased to announce that, on September 22, 2026, it obtained a receipt for its final prospectus dated September 18, 2026 (the "Prospectus") from the securities regulatory authorities in British Columbia, Alberta and Ontario in connection with its initial public offering (the "IPO").
Under the IPO, the Corporation intends to raise a minimum of $500,000 (the "Minimum Offering") through the issuance of 5,000,000 common shares (each a "Common Share") and up to a maximum of $750,000 (the "Maximum Offering") through the issuance of 7,500,000 Common Shares, at a price of $0.10 per Common Share (the "Offering Price").
The IPO is being conducted by Ventum Financial Corp. (the "Agent") on a "commercially reasonable efforts" basis pursuant to an agency agreement dated September 18, 2026 (the "Agency Agreement"). Under the Agency Agreement, the Agent will be paid a cash commission equal to 10% of the gross proceeds raised in the IPO and a corporate finance fee, and will be reimbursed for certain expenses and legal fees.
The Agent will also be issued non-transferable share purchase warrants (the "Agent's Warrants") entitling the Agent to purchase a number of Common Shares equal to 10% of the total number of Common Shares sold under the IPO. Each Agent's Warrant will be exercisable to acquire one Common Share at the Offering Price for 60 months from the date the Common Shares are listed on the Exchange.
In addition, on the date the Common Shares are listed on the Exchange, the Corporation intends to grant stock options to its directors and officers to purchase a minimum of 500,000 and a maximum of 750,000 Common Shares. The options will be exercisable at $0.10 per Common Share for 10 years from the date of grant, subject to regulatory approval.
The IPO is subject to customary closing conditions and the receipt of subscriptions sufficient to satisfy the Minimum Offering. The Exchange has conditionally approved the listing of the Common Shares. Listing is subject to the Corporation fulfilling all of the listing requirements of the Exchange.
The Prospectus contains important information about the IPO, the Corporation and the securities being offered. Potential investors should read the Prospectus before making an investment decision. The Prospectus is accessible on SEDAR+ at www.sedarplus.ca. Access to the Prospectus is provided in accordance with securities legislation relating to procedures for providing access to a prospectus and any amendment.
An electronic or paper copy of the Prospectus may be obtained, without charge, from Ventum Financial Corp. at 181 Bay Street, Suite 2500, Toronto, Ontario M5J 2T3, Attention: Equity Capital Markets, or by email at ecm@ventumfinancial.com.
About the Corporation
The Corporation is a CPC that has not commenced commercial operations and has no assets other than cash. Except as specifically contemplated in the CPC Policy, until the completion of its Qualifying Transaction, the Corporation will not carry on business other than the identification and evaluation of businesses or assets with a view to completing a Qualifying Transaction.
For further information, please contact:
Koby Smutylo, President, Chief Executive Officer and Director
Coco Pool II Corp.
cocopool2corp@gmail.com
Tel: 613-869-5440
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAW. ANY SECURITIES REFERRED TO HEREIN WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO A U.S. PERSON IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE 1933 ACT.
Completion of the IPO is subject to a number of conditions, including but not limited to the receipt of requisite regulatory approvals, including the final approval of the Exchange. There can be no assurance that the IPO will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the Prospectus, any information released or received with respect to the IPO may not be accurate or complete and should not be relied upon. Investment in the securities of a CPC should be considered highly speculative.
Forward-Looking Information Cautionary Statement
This news release includes forward-looking statements regarding the Corporation. These may include, but are not limited to, statements about the completion of the IPO, the terms and timing on which the IPO is intended to be completed, the listing of the Common Shares on the Exchange, the grant of stock options, the ability to obtain regulatory approvals and other factors. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "is expected", "expects", "scheduled", "intends", "contemplates", "anticipates", "believes", "proposes", "estimates" or variations of such words and phrases, or statements that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved.
Such statements are based on the current expectations of the Corporation's management. The forward-looking events and circumstances discussed in this news release, including completion of the IPO, may not occur by certain specified dates or at all. They could differ materially as a result of known and unknown risk factors and uncertainties affecting the Corporation. These include the risk that the Corporation may not obtain all requisite approvals for the IPO, including the approval of the Exchange; failure to satisfy the Minimum Offering; economic factors; the timing of the IPO; the equity markets generally; and risks associated with CPCs.
Although the Corporation has 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 to differ from those anticipated, estimated or intended. No forward-looking statement can be guaranteed. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made, and the Corporation undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
Neither the 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 news release.
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/315647
