Ab­cana closes Casa buy, to be­gin trad­ing Dec. 7

Stockwatch Daily - - FRONT PAGE - Mr. Far­shad Shir­vani of Casa re­ports

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.

Es­crow shares

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

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