Here we go guys6 Mar 2019 23:47
NOTICE OF CHANGE IN CORPORATE STRUCTURE Pursuant to Section 4.9 of National Instrument 51-102
1. NAMES OF THE PARTIES TO THE TRANSACTION
Bacanora Minerals Ltd. ("Bacanora Canada") Bacanora Lithium Plc ("Bacanora UK") 1976844 Alberta Ltd. ("AcquireCo")
2. DESCRIPTION OF THE TRANSACTION
On February 16, 2018, Bacanora Canada entered into an arrangement agreement with Bacanora UK and AcquireCo (a wholly owned subsidiary of Bacanora UK) pursuant to which Bacanora UK agreed to indirectly acquire the entire issued share capital of Bacanora Canada (the "Bacanora Canada Shares") in exchange for new shares in Bacanora UK ("Bacanora UK Shares") to facilitate Bacanora Canada's proposed reorganisation to effect a re-domicile to the United Kingdom by way of an arrangement pursuant to Section 193 of the Business Corporations Act, R.S.A. 2000, c. B-9, as amended (the "Transaction").
The holders ("Bacanora Canada Shareholders") of Bacanora Canada Shares voted in favour of the Transaction at an annual and special meeting of Bacanora Canada Shareholders held on March 19, 2018.
As a result of the Transaction, Bacanora Canada's common shares were delisted from the TSX Venture Exchange and Bacanora Canada will apply to the relevant securities commissions for Bacanora Canada to cease to be a reporting issuer under Canadian securities laws. At the time of completion of the Transaction, Bacanora Canada was a reporting issuer in the provinces of Alberta, British Columbia, and Saskatchewan.
As a result of the Transaction, and in particular as because of the indirect exchange by each Bacanora Canada Shareholder of all its Bacanora Canada Shares for Bacanora UK Shares, Bacanora UK became a reporting issuer in the provinces of Alberta, British Columbia, and Saskatchewan
3. EFFECTIVE DATE OF THE TRANSACTION
March 23, 2018.
4. THE NAME OF EACH PARTY, IF ANY, THAT CEASED TO BE A REPORTING ISSUER AFTER THE TRANSACTION AND OF EACH CONTINUING ENTITY
In connection with the Transaction, Bacanora Canada ceased to be a reporting issuer under Canadian securities laws, subject to the satisfaction of applicable regulatory requirements.
On March 22, 2018, the TSXV issued a bulletin confirming that the Bacanora Canada Shares were delisted from the TSXV, effective as of the close of business on March 23, 2018.
5. THE DATE OF THE REPORTING ISSUER'S FIRST FINANCIAL YEAR-END AFTER THE TRANSACTION
Bacanora UK's first finanical year end after the transaction was June 30, 2018.
Sign In
Follow the stocks
