NorthWest Copper Corp. [NWST-TSXV], formerly Serengeti Resources Inc., and Sun Metals Corp. have completed the previously announced plan of arrangement under the Business Corporations Act (British Columbia) under which NorthWest acquired all of the issued and outstanding shares of Sun Metals on the basis of 0.215 common shares of NorthWest (on a post-consolidation basis) for each share of Sun Metals held.
NorthWest also announces that, following shareholder approval of the previously announced consolidation of its issued and outstanding common shares on the basis of two old shares for one new share, it has implemented the consolidation.
Additionally, Northwest announces that it has received TSX Venture Exchange approval for and completed the change of its name from Serengeti Resources Inc. to NorthWest Copper Corp., and is expected to commence trading on the TSX Venture Exchange at the opening of market on March 5, 2021 under the new symbol NWST.
Dr. Mark O’Dea has been appointed Executive Chairman of NorthWest, and the new Northwest board of directors is comprised Mark O’Dea, David Moore, Lewis Lawrick, Teodora Dechev, Sean Tetzlaff and Richard Bailes. David Moore will continue as Interim President and CEO until such time as a full time CEO is appointed. Lauren McDougall has been appointed Chief Financial Officer and Ian Neill appointed Vice President Exploration.
Prior to the completion of the transaction, the previously issued 82,800,000 subscription receipts of Sun Metals automatically converted into one unit of Sun Metals, which have been exchanged, adjusted, or converted into securities of NorthWest at the exchange ratio, on a post-consolidation basis, resulting in the issuance of 17,802,000 shares of NorthWest, and warrants entitling the holders to acquire an additional 8,901,000 shares of NorthWest at an exercise price of approximately $0.84 per share, subject to acceleration in the event that the volume weighted average trading price of the shares of NorthWest on the TSX Venture Exchange is equal to or greater than $1.40 for 20 consecutive trading days.
PI Financial Corp. was issued shares of Sun Metals at a deemed price of $0.125 per share that were exchanged in to 344,000 post-consolidated shares of NorthWest on completion of the transaction for financial advisory services provided to Sun Metals in connection with the Transaction.
Haywood Securities Inc. has been issued 164,095 post-consolidated shares at a deemed price of $0.6094 as partial payment for financial advisory services provided to NorthWest in connection with the transaction.