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VANCOUVER, BC, April 11, 2022 /CNW/ –
ELECTRA BATTERY MATERIALS CORPORATION (“ELBM”)
BULLETIN TYPE: Consolidation
BULLETIN DATE: April 11, 2022
TSX Venture Tier 2 Company
Pursuant to a resolution passed by shareholders on December 2, 2021the Company has consolidated its capital on an (18) eighteen old for (1) one new basis. The name of the Company has not been changed.
Effective at the opening on Wednesday, April 13, 2022the common shares of Electra Battery Materials Corporation will commence trading on TSX Venture Exchange on a consolidated basis. The Company is classified as a “Resource” company.
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Post – Consolidation |
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Capitalization: |
Unlimited |
shares with no par value of which |
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31,245,233 |
shares are issued and outstanding |
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Escrow: |
Nil |
shares |
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Transfer Agent: |
TSX Trust Company |
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Trading Symbol: |
ELBM |
(UNCHANGED) |
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CUSIP Number: |
28474P201 |
(NEW) |
________________________________________
LAHONTAN GOLD CORP. (“LG“)
BULLETIN TYPE: New Listing-Shares, Private Placement-Brokered
BULLETIN DATE: April 11, 2022
TSX Venture Tier 2 Company
Effective at the opening Wednesday, April 13, 2022the shares of the Company will commence trading on TSX Venture Exchange. The Company is classified as a ‘Gold and Silver Ore Mining’ company.
The Company’s Listing Application dated March 28, 2022has been filed with and accepted by TSX Venture Exchange.
On April 6, 20221246765 BC Ltd. (“765 BC”), a non-listed reporting issuer, and Lahontan Gold Corp. (“Lahontan”), a private mining issuer, completed an arm’s length three-cornered amalgamation (the “Amalgamation”). Consideration for the Amalgamation consisted of the issuance of 82,660,501 Company shares on a 1 for 1 basis in exchange for common shares of 765 BC and Lahontan at a deemed price of $0.35 per share. 765 BC completed a share consolidation on a 2.7 old for 1 new basis in connection with the Amalgamation.
58,024,046 common shares issued to Principals pursuant to the Amalgamation are subject to a Tier 2 Value Security Escrow Agreement to be released over a 36-month period. In accordance with the Exchange’s Seed Share Resale Restrictions, 1,111,111 common shares issued to non-Principals are subject to a Tier 2 Value Security Escrow Agreement to be released over a 36-month period.
The Qualifying Property is located in Nevada, USA.
The Amalgamation also involved the following concurrent private placement transaction.
TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement of Lahontan subscription receipts announced March 16, 2022, March 24, 2022 and April 62022:
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Number of Shares: |
8,888,889 shares |
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Purchase Price: |
$0.45 per share |
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Warrants: |
4,444,444 share purchase warrants to purchase 4,444,444 shares |
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Warrant Exercise Price: |
$0.65 for a one year period |
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$0.65 in the second year |
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Number of Places: |
13 places |
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Insider / Pro Group Participation: |
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Insider=Y / |
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Name |
ProGroup=P |
# of Shares |
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Victoria Gold Corp. |
Y |
1,626,046 |
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John McConnell |
Y |
108,000 |
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Pro Group Involvement: |
P |
125,000 |
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Agent’s Fee: |
Beacon Securities Limited received $43,008.45 cash and 95,574 warrants to purchase 95,574 shares, exercisable at $0.65 for 24 months. |
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Canaccord Genuity Corp. received $28,672.30 cash and 63,716 warrants to purchase 63,716 shares, exercisable at $0.65 for 24 months. |
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Corporate Jurisdiction: |
British Columbia |
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Capitalization: |
unlimited common shares with no par value of which |
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Escrowed Shares: |
59,135,157 common shares |
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Transfer Agent: |
TSX Trust Company |
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Trading Symbol: |
LG (new) |
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CUSIP Number: |
50732M 10 1 (new) |
For further information, please refer to the Company’s Listing Application dated March 28, 2022.
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Company Contact: |
Kimberly Ann Arntson, President & CEO |
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Company Address: |
217 Queen Street West, Suite 401 |
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Toronto, ON M5V 0R2 |
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Company Phone Number: |
(530) 414-4400 |
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Company Email Address: |
kimberly.ann@lahontangoldcorp.com |
__________________________________
NORONT RESOURCES LTD. (“NOT“)
BULLETIN TYPE: Property-Asset or Share Disposition Agreement, Remain Halted, Delist
BULLETIN DATE: April 11, 2022
TSX Venture Tier 1 Company
Effective at the close of business on Tuesday, April 12, 2022, the common shares of Noront Resources Ltd. (“Noront”) will be delisted from TSX Venture Exchange. The delisting of Noront shares results from the completion of a court-approved Plan of Arrangement under the Business Corporations Act (Ontario) (the “Arrangement”), pursuant to an Arrangement Agreement dated December 20, 2021among the Company and Wyloo Metals PTY LTD and Wyloo Canada Holdings PTY LTD (collectively, the “Buyers”), whereby the Buyers bought all issued and outstanding securities of the Company.
The Arrangement was approved by Noront’s shareholders on March 15, 2022 and approved by the Supreme Court of Ontario on April 1, 2022. Under the terms of the Agreement, each former shareholder of the Company, other than the Buyers, is entitled to receive a cash consideration of $1.10 per common share and all outstanding options immediately prior to the effective time of the Arrangement have been assigned to the Company and cancelled, without any further action of the holders thereof, in exchange for a cash payment equal to the in-the-money value of the options, less applicable with holdings.
For further details, please refer to Noront’s Management Information Circular dated February 11, 2022 and news releases dated December 22, 2022, February 3, 2022, March 15, 2022, March 28, 2022 and April 7, 2022.
________________________________________
THIOGENESIS THERAPEUTICS, CORP. (“TTI”)
[Formerly ROZDIL CAPITAL CORPORATION ("ROZ.P")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Private Placement-Non-Brokered, Name Change, Reinstated for Trading
BULLETIN DATE: April 11, 2022
TSX Venture Tier 2 Company
TSX Venture Exchange (the “Exchange”) has accepted for filing Rozdil Capital Corporation (the “Company”) Qualifying Transaction (“QT”) described in its Filing Statement dated March 17, 2022. As a result, on Wednesday, April 13, 2022the Company will no longer be considered a Capital Pool Company. The QT includes the following:
Pursuant to a securities exchange agreement dated February 8, 2021the Company has indirectly acquired all the outstanding securities of Thiogenesis Therapeutics, Inc. (“TTI-US”). The Company issued an aggregate of 12,771,075 common shares to the securityholders of TTI-US, excluding the common shares issued under the private placements below.
For further information, please refer to the Company’s Filing Statement dated March 17, 2022 and to the Company’s news release dated April 5, 2022.
Prior to the completion of the QT, the Company completed a private placement of special warrants which have been exchanged into the following securities in the Resulting Issuer.
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Number of Shares: |
10,000,000 common shares |
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Purchase Price: |
$0.35 per common share |
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Number of places: |
68 places |
Insider / Pro group participation:
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Name |
Insider=Y/ |
Number of Common |
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11 places |
P |
1,282,859 |
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Finders’ Fees: |
Arm’s length finders received $159,250 in cash and 455,0000 non-transferable compensation options to purchase 455,000 common shares at a price of $0.35 per share until July 29, 2022, subject to an acceleration clause. |
The Company confirmed the closing of the Private Placement via a press release dated August 4, 2021.
Following a special resolution approved by shareholders at a meeting held on September 3, 2021effective at the opening on Wednesday, April 13, 2022the common shares of the Resulting Issuer will commence trading on TSX Venture Exchange, and the common shares of Rozdil Capital Corporation will be delisted.
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Post-Transactional |
Unlimited number of common shares with no par value of which27,910,175 common shares are issued and outstanding. |
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Escrow: |
13,462,869 common shares (including 2,725,000 CPC escrowed shares) of which 1,346,287 common shares are released as at the date of this bulletin |
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Transfer Agent: |
TSX Trust Company |
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Trading Symbol: |
TTI (new) |
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CUSIP Number: |
88410L102 (new) |
The Resulting Issuer is classified as a “Research and development in the physical, engineering and life sciences” company (NAICS: 54171).
Effective at the opening on Wednesday, April 13, 2022, the shares of the Resulting Issuer will be reinstated for trading under the symbol “TTI”.
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Company Contact: |
Brook Riggins, Director |
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Company Address: |
4 King Street West, Suite 401, Toronto, Ontario, M5H … |
Full story available on Benzinga.com
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