GOV resumes trading-only 14M shares outstanding!
GeoVenCap qualifying transaction, resumption
2012-03-23 16:57 ET - Qualifying Transaction
The TSX Venture Exchange has accepted for filing the GeoVenCap Inc. qualifying transaction (QT) described in its filing statement dated March 2, 2012. As a result, at the opening, Monday, March 26, 2012, the company will no longer be considered as a capital pool company.
The QT consists in the acquisition of the New Brunswick mineral properties of Blue Note Mining Inc. Before the closing of the transaction, Blue Note assigned all of its New Brunswick property rights to a wholly owned subsidiary (Newco). The transaction was completed by transferring all of Newco's outstanding securities to GeoVenCap in exchange for 11.12 million. GeoVenCap common shares and 4,772,876 special warrants at a deemed price of 50 cents per share (total deemed value of $7,946,438). Each special warrant will be converted into a common share when the exchange's requirement is met where 20 per cent of the common shares are in the hands of public shareholders.
A total of 11.12 million common shares and 4,772,876 special warrants issued to Blue Note pursuant to the QT are subject to subject a Tier 2 value escrow agreement.
The TSX Venture Exchange has been advised that the above transaction has been completed.
The company is classified as a metal ore mining issuer (NAICS No. 2122).
Effective at the opening on Monday, March 26, 2012, the trading symbol for GeoVenCap will change from GOV.P to GOV. There is no change in the company's name, no change in its Cusip number and no consolidation of capital.
For further information, please refer to the filing statement dated March 2, 2012, available on SEDAR.
Further to TSX Venture Exchange's bulletin dated Jan. 10, 2012, trading in the securities of the resulting issuer will resume at the opening, Monday, March 26, 2012.
Capitalization: Unlimited number of common shares with no par value, of which 14.15 million common shares will be issued and outstanding
Escrow: 11.92 million common shares and 4,772,876 special warrants, of which 1,192,000 common shares and 477,287 special warrants are released at the date of this bulletin
Transfer agent: Olympia Trust Company, Calgary
Trading symbol: GOV (same but .P removed)
Cusip No.: 373679109 (unchanged)