Scottie Resources, AUX Resources complete merger

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Scottie Resources Corp. [SCOT-TSXV] and AUX Resources Limited announced that they have completed their previously announced amalgamation pursuant to an amalgamation agreement dated May 4, 2021 among Scottie, 1302668 B.C. Ltd. (Subco), a wholly-owned subsidiary of Scottie, and AUX Resources Corporation.

CEO and President, Bradley Rourke, commented: “We are thrilled to complete this amalgamation with AUX, which significantly increases our land package in the Stewart area from just over 25,000 ha to now more than 50,000 ha. Bringing in the Georgia River Mine project along with the Scottie Gold Mine means we are now simultaneously pushing forward two high-grade gold past-producing mines that have been chronically underexplored. Our seasoned exploration team will use their experience advancing the Scottie Gold Mine to efficiently explore the potential expansion of what is already an incredibly gold-rich system. At Scottie, drilling on the Blueberry Zone has commenced, and additional drills will arrive onsite in the coming days to begin drilling at Georgia River and the Scottie Gold Mine.”

The Transaction was completed by way of a three-cornered amalgamation whereby AUX and Subco amalgamated under the Business Corporations Act (British Columbia) to form AUX Resources Limited, a wholly-owned subsidiary of Scottie. All of the issued and outstanding common shares of AUX were exchanged for common shares in the capital of Scottie on a one-for-one basis. All of AUX’s issued and outstanding warrants and options were exchanged for equivalent warrants and options of Scottie, respectively, on a one-for-one basis, and immediately cancelled.  Pursuant to the Transaction, Scottie issued:

  • a total of 54,499,642 Scottie Shares to the former holders of AUX Shares;
  • a total of 18,433,817 Scottie Warrants to the former holders of AUX Warrants, with each Scottie Warrant exercisable to purchase one Scottie Share at a price of $0.40 until expiry dates ranging from July 6, 2022 to February 19, 2023; and
  • a total of 2,432,000 Scottie Options to the former holders of AUX Options, with each Scottie Options exercisable to purchase one Scottie Share, at exercise prices ranging from $0.25 to $0.42 and expiry dates ranging from July 7, 2024 to February 8, 2027, subject to the stock option plan of Scottie.

Upon completion of the Transaction, Scottie has 202,433,537 Scottie Shares, 33,531,274 Scottie Warrants and 14,307,000 Scottie Options issued and outstanding.

Upon closing of the Transaction, all directors and officers of AUX resigned. Bradley Rourke, the President, CEO and a Director of Scottie, and Thomas Mumford, the VP Exploration of Scottie, will serve as directors of AUX, which will continue as a wholly-owned subsidiary of Scottie.

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