Abcana closes Casa buy, to begin trading Dec. 7
ABCANA CAPITAL Inc. has completed its acquisition of Casa Minerals Inc. pursuant to the terms of an amended and restated amalgamation agreement dated Sept. 13, 2017. As a result of closing of the transaction, the company will be listed as a Tier 2 mining issuer on the TSX Venture Exchange, effective on opening of trading on Dec. 7, 2017, under the symbol CASA.
Acquisition of Casa and private placement financing
Under the terms of the amended and restated amalgamation agreement, the company acquired all of the issued and outstanding shares of Casa, in consideration of which the company issued an aggregate of 21,487,301 common shares to the shareholders of Casa.
Effective today, the company closed its private placement financing by issuing 1.02 million flow-throw units of the company at a price of 10 cents per flow-through unit for gross proceeds of $102,000 and 1.2 million units at a price of 6.75 cents per unit for gross proceeds of $81,000. Each flow-through unit consists of one flow-through common share and one-half of one share purchase warrant, and each unit consists of one common share and one share purchase warrant. Each whole warrant entitles the holder to purchase one additional common share of the company at any time on or before 5 p.m. Vancouver time two years from the date of issuance of the warrants at a price of 10 cents per common share.
The securities will be subject to a hold period expiring on March 30, 2018, pursuant to applicable Canadian securities laws and the rules of the TSX Venture Exchange. No finder’s fee was payable under the private placement. The proceeds of the private placement will be used for exploration work on the Pitman property and general working capital purposes.
As part of the transaction, the company changed its name to Casa Minerals Inc.
Directors, officers and stock options
As a result of the closing of the transaction, Farshad Shirvani became the chief executive officer, president and a director of the company, Anke Woodworth became the chief financial officer and a director of the company, and Robert Hall and Erik Ostensoe will serve as directors of the company.
In conjunction with closing the transaction, the company granted 1.8 million stock options to the officers, directors and consultants of the company. The options will be exercisable at a price of nine cents per share for a period of five years from the date of the final exchange bulletin.
A total of 9,840,666 shares will be subject to the escrow requirements set forth in TSX Venture Exchange Policy 5.4 (Escrow, Vendor Consideration and Resale Restrictions) whereby 10 per cent of the escrowed shares will be released on the initial listing date and 15 per cent of the escrowed shares will be released each six-month period thereafter.
About Casa Minerals Inc. The company is engaged in the acquisition, exploration and development of its mineral property, located in Canada. The company owns a 100-per-cent interest in the Pitman property and has an option to acquire a 75-per-cent interest in the Arsenault property.
We seek Safe Harbor.
Robert T Hall, Shauna Lynn Hartman, Anthony Shaun Maskerine, Stephen Paul Simpson, Anke Woodworth
(ABQ) Shares: 4,000,000