Lund Enterprises, 1163631 B.C. amend LOI for RTO
LUND ENTERPRISES Corp. and 1163631 B.C. Ltd. (116) have provided an update with respect to the previously proposed reverse takeover transaction. As announced on Nov. 7, 2018, the company and 116 entered into of an arm’slength, non-binding letter of intent , pursuant to which, among other things, Lund Enterprises agreed to acquire all of the issued and outstanding
shares in the capital of 116.
Under the terms of the LOI, the RTO is expected to be completed by way of a share exchange (or such other form of transaction determined by the legal and tax advisers to each of Lund Enterprises and 116, acting reasonably), pursuant to which the shareholders of 116 will exchange all of their common shares of 116 for common shares of Lund Enterprises on the basis of one Lund Enterprises share for each 116 share, resulting in 116 becoming a wholly owned subsidiary of Lund Enterprises.
Lund Enterprises and 116 have entered into an amendment to the LOI to extend the exclusivity period to Dec. 31, 2018. In the interim, the parties continue to work toward negotiating a definitive share exchange agreement and preparing the necessary disclosure documents, including a management information circular and audited financial statements of 116, required to complete a reverse takeover, in accordance with the policies of the TSX Venture Exchange.
Each of Lund Enterprises and 116 remain committed to consummating the RTO and expect that the definitive agreement will be executed imminently, and that the circular will be mailed on or before Dec. 21, 2018.
Since announcing the transaction on Nov. 7, 2018, trading of the shares of the company has been halted. The company expects trading to remain halted until, at the earliest, the RTO has been completed.
About the parties
About Lund Enterprises Corp.
Lund Enterprises is a junior exploration company established in 1978 focused on the search for gold and base metal deposits in highly prospective mineral districts of Canada. Lund owns a 100-per-cent interest in the Black Fox property within the Schreiber-Hemlo greenstone belt in the province of Ontario. In connection with the proposed RTO, Lund Enterprises is endeavouring to divest its interest in the Black Fox property, such that it is expected, upon completion of the RTO, that the business of Lund Enterprises will become that of 116.
About 1163631 B.C. Ltd.
116 is a privately held incorporated company in British Columbia. In connection with the RTO, 116 will complete a restructuring with a group of related companies (Reconnaissance), the effect of which will be that 116 will indirectly own a 90-per-cent interest in petroleum exploration licence No. 0073, which was granted by the government of the Republic of Namibia (with the remaining 10 per cent held by the National Petroleum Corporation of Namibia, the state oil company of Namibia). The licence covers certain oil and gas exploration properties in blocks 1719, 1720, 1721, 1819, 1820 and 1821 in the newly identified Kavango basin of northern Namibia, with a total area of approximately 6.3 million acres, and entitles Reconnaissance to a 25-year production licence upon successful discovery.
Further information regarding the RTO and concurrent financing will be included in subsequent press releases and the management information circular that Lund Enterprises will prepare, file and mail in due course to its shareholders in connection with the shareholders meeting to be held to consider and approve, among other things, the RTO. Any material agreements will be filed on the SEDAR profile of Lund Enterprises on the SEDAR website.
Completion of the RTO is subject to a number of conditions, including, but not limited to, TSX-V acceptance and requisite shareholder approval. The RTO cannot close until the requisite shareholder approval is obtained. There can be no assurance that the RTO will be completed as proposed or at all.
We seek Safe Harbor.
Derek Bartlett, Vivian Lorraine Danielson, Chester Idziszek
(LEN) Shares: 11,143,645