(via TheNewswire)
As a result of the Transaction, Electrum now holds a portfolio of exploration licences in
The Transaction
Pursuant to the terms of an amalgamation agreement entered into between Medgold, BMC and 1397383
The Transaction constituted a “reverse takeover” pursuant to the policies of the
Financing
In connection with the Transaction, BMC completed the Private Placement consisting of the sale of 21,600,000 subscription receipts (“Subscription Receipts”) at a price of
BMC paid 7% cash finder’s fees in the aggregate amount of Cdn
On closing of the Transaction, a total of Cdn
geochemical, geophysical and drilling work at Timok East:
Cdn$1,200,000 ;the payment of expenses related to the Transaction:
Cdn$434,517 ; andanticipated general and administrative expenses for the next year:
Cdn$250,000 ,
with unallocated working capital of
A detailed update on Electrum’s technical program will be issued in the coming days.
As a result of the Transaction, the Company has 63,313,064 Resulting Issuer Shares outstanding on a non-diluted basis and 90,247,214 Resulting Issuer Shares outstanding on a fully diluted basis.
Please refer to the reconciliation below of the 63,313,064 Resulting Issuer Shares issued and outstanding:
Medgold issued and outstanding common shares immediately prior to Closing (after completion of the Consolidation): | 8,424,301 |
Resulting Issuer Shares issued to holders of BMC Shares (prior to the Pre-CIosing Financing) (as defined below) (please refer to the Circular for more information) and prior to the exercise of BMC warrants: | 28,132,757 |
Resulting Issuer Shares issued to settle an aggregate of | 1,666,667 |
Resulting Issuer Shares issued to settle an aggregate of | 1,650,000 |
Resulting Issuer Shares issued to holders of BMC Shares previously issued pursuant to a pre-closing financing (the “Pre-Closing Financing”) and the exercise of BMC warrants prior to Closing: | 1,839,339 |
Resulting Issuer Shares issued pursuant to the Private Placement: | 21,600,000 |
Total Resulting Issuer Shares outstanding: | 63,313,064 |
On completion of the Transaction, the principals of BMC and certain other shareholders of BMC, as required by the policies of the TSXV, entered into a Tier 2 Value Escrow Agreement (the “Escrow Agreement”) with the Company and
In addition, 419,685 Resulting Issuer Shares are subject to contractual restrictions consistent with Tier 2 Value Escrow and further 641,400 Resulting Issuer Shares are subject to contractual resale restrictions providing that such Resulting Issuer Shares are released as follows: 10% are to be released upon the TSXV’s issuance of its final bulletin in respect of the Transaction, with subsequent 15% releases occurring in 6, 12, 18, 24, 30 and 36 months.
TSXV Approval and Resumption of Trading
The Transaction remains subject to receipt of final approval from the TSXV and fulfillment of all of the requirements of the TSXV in order to obtain such approval. Until final approval of the TSXV is obtained and a Final Exchange Bulletin is issued which is expected on or about
Board of Directors and Executive Management
Concurrently with the completion of the Transaction, the following individuals were appointed as directors or officers of Electrum:
Dr.
Brett Kagetsu - Corporate Secretary
Also concurrently with the completion of the Transaction,
Warrant Re-pricing
Prior to Closing, the exercise price of 3,332,046 common share purchase warrants previously issued by BMC (the “Pre-closing Warrants”) as disclosed in the Circular has been reduced from
Renewal of Luka Claims
On
Additional Information
The CUSIP / ISIN number for the Resulting Issuer Shares is 28616D108 / CA28616D1087.
About
Electrum Discovery Corp. is an emerging, Canadian-based mineral exploration and development company focused on the Western Tethyan Belt with activities in the
Electrum’s management team has been focused on maximizing shareholder value through the acquisition and advancement of a large portfolio of copper-gold assets, while fostering sustainability, governance and knowledge transfer in the region.
Additional information on Electrum can be found by reviewing the Company’s page on SEDAR+ atwww.sedarplus.ca.
On behalf of
Dr.
President, CEO and director
For more information contact:
T +1 604 801 5432
ec@balkanmetals.co
Neither the
This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction. Any securities referred to herein have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in
Forward-Looking Statements
Certain statements contained in this news release constitute forward-looking information within the meaning of Canadian securities legislation. All statements included herein, other than statements of historical fact, are forward-looking information. Often, but not always, this forward-looking information can be identified by the use of words such as “estimate”, “estimates”, “estimated”, “potential”, “open”, “future”, “assumed”, “projected”, “used”, “detailed”, “has been”, “gain”, “upgraded”, “offset”, “limited”, “contained”,“reflecting”, “containing”, “remaining”, “to be”, “periodically”, or statements that events, “could” or “should” occur or be achieved and similar expressions, including negative variations.
Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Electrum, to be materially different from any results, performance or achievements expressed or implied by forward-looking information. Such uncertainties and factors include, among others, risk relating to obtaining final approval of the TSXV; risk related to the failure to obtain adequate financing on a timely basis and on acceptable terms; changes in general economic conditions and financial markets; risks associated with the results of exploration and development activities, and the geology, grade and continuity of mineral deposits; unanticipated costs and expenses; and such other risks detailed from time to time in Electrum’s quarterly and annual filings with securities regulators and available under Electrum’s profile on SEDAR+ atwww.sedarplus.ca. Although Electrum has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking information, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended.
Forward-looking information contained herein are based on the assumptions, beliefs, expectations and opinions of management. Forward-looking information has been made as of the date hereof and Electrum disclaims any obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise, except as required by law. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, investors should not place undue reliance on forward-looking information.
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