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Fosterville South spinoff of Leviathan Gold
2020-11-19 19:22 ET - Major Transaction Completed
Pursuant to a special resolution passed by the shareholders of Fosterville South Exploration Ltd. on Nov. 13, 2020, the company will be arranged under Section 288 of the Business Corporations Act (British Columbia), pursuant to the terms of an arrangement agreement dated Oct. 1, 2020, among the company, Leviathan Gold Ltd. (Spinco), a wholly owned subsidiary of the company, and Leviathan Gold Finance Ltd., and the plan of arrangement set out therein. Court approval of the plan of arrangement was obtained on Nov. 17, 2020. the TSX Venture Exchange has been advised that all conditions precedent to completion of the plan of arrangement have been satisfied and that the plan of arrangement will be effected at 6 a.m. Vancouver time on Monday, Nov. 23, 2020. On the effective date, each existing common share of the company will be exchanged for: (i) one new common share of the company (Cusip number below); and (ii) one common share of Spinco. Shareholders should refer to the company's information circular dated Oct. 9, 2020, for instructions on how to submit the letter of transmittal and any other required documents for the purpose of receiving the new common shares of the company and the common shares of Spinco.
Postarrangement
Capitalization: unlimited common shares with no par value, of which 67,566,061 common shares are issued and outstanding
Escrow: 14,625,000 common shares are subject to a National Policy 46-201 escrow agreement
Transfer agent: Computershare Investor Services Inc.
Trading symbol: FSX (no change)
Cusip No.: 350267605 (new)
For further information, refer to the company's management information circular dated Oct. 9, 2020, and news releases dated Nov. 13, 2020, June 29, 2020, and June 23, 2020, which are available under the company's SEDAR profile.