Mike is putting his money on CMB Report Pursuant to National Instrument 62-103
Section 102 of the Securities Act (Ontario) Section 5.2 of Multilateral Instrument 62-104
This report is made pursuant to the provisions of the securities legislation referred to above in
connection with certain acquisitions of securities of CMC Metals Ltd.
(the “Company”).
1. Name and address of Offeror.
Michael C. Scholz (the “Offeror”)
Suite 605, 369 Terminal Avenue, Vancouver, British
Columbia V6A 4C4
2. Designation and number or principal amount of
securities and the Offeror’s security
holding percentage in the class of securities of which the Offeror acquired ownership or
control in the transaction or occurrence giving rise to the obligation to file the news
release, and whether it was ownership or control that was acquired in those
circumstances.
The Offeror purchased
pursuant to his participation in the Company’s 15,000,000 Unit
private placement, with each Unit consisting of one common share and one share purchase
warrant exercisable on a 1:1 basis at $0.05 per share during year two and $0.10 per share
during year two, a further 4,510,000 common shares in his own name, and 1,200,000 in his
company’s name, 369 Terminal Holdings Ltd., of which the Offeror is the sole beneficiary,
for an aggregate 5,710,000 common shares
(the “Shares”) of the Reporting Issuer which,
together with his previous holdings, the Offeror now owns 12,673,003 common shares of the
Reporting Issuer representing an aggregate of 16.19% of the issued and outstanding common
shares of the Reporting Issuer after issuance of the Shares, and 19.70% of the issued and
outstanding common shares of the Reporting Issuer calculated assuming exercise of the
warrants issued pursuant to the 15,000,000 Unit private placement. Of the total 4,510,000
Shares issued in his own name, 3,010,000 are flow-through.
3.
Designation and number or principal amount of securities and the Offeror’s
securityholding percentage in the class of securities immediately after the transaction or
occurrence giving rise to the obligation to file the news release.
Upon completion of the purchase of the Shares described above, the Offeror directly owns
and controls an aggregate of 18,383,003 common shares, which holdings includes 5,710,000
shares pursuant to warrants, representing approximately 19.70% of the issued and
outstanding common shares of the Company, assuming exercise of the referenced Warrants.
4. Designation and number or principal amount of securities and the percentage