ROUGHRIDER EXPLORATION LIMITED ("REL")
[formerly Westham Resources Corp. ("WHR.P")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Property-Asset or Share Purchase Agreement, Private Placement-Non-Brokered, Name Change, and Resume Trading
BULLETIN DATE: July 17, 2014
TSX Venture Tier 2 Company
Qualifying Transaction-Completed/New Symbol
TSX Venture Exchange Inc. (the 'Exchange') has accepted for filing Roughrider Exploration Limited (formerly Westham Resources Corp.) (the 'Company') Qualifying Transaction described in its filing statement (the 'Filing Statement') dated July 10, 2014. As a result, effective at the opening on Friday, July 18, 2013, the trading symbol for the Company will change from WHR.P to REL and the Company will no longer be considered a Capital Pool Company.
The Qualifying Transaction includes the following matters, all of which have been accepted by the Exchange.
Property-Asset or Share Purchase Agreement
The Company entered into a mining option agreement (the 'Agreement') dated July 10, 2014, among the Company and Kivalliq Energy Corporation ('Kivalliq') in respect of the Genesis property, located in Saskatchewan (the 'Property'). Pursuant to the Agreement, the Company obtained the option to earn up to an 85% interest in the Property for the following consideration:
CASH SHARES EXPLORATION
EXPENDITURES
On Exchange approval $125,000 1,969,828 -
On or before December 31, 2014 - - $1,000,000
On or before August 31, 2016 $175,000 1,969,828 $1,500,000
On or before August 31, 2017 $250,000 - -
On or before August 31, 2018 $450,000 - $2,500,000
Total $1,000,000 3,939,656 $5,000,000
The Exchange has been advised that the Qualifying Transaction has been completed. The full particulars of the Company's Qualifying Transaction are set forth in the Filing Statement dated July 15, 2014, which has been accepted for filing by the Exchange and which is available under the Company's profile on SEDAR.
Private Placement-Non-Brokered
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced May 21, 2014:
Number of Shares: 12,528,454 shares
Purchase Price: $0.22 per share
Warrants: 6,264,226 share purchase warrants to purchase 6,264,226 shares
Warrant Exercise Price: $0.35 for a three year period
Number of Placees: 113 placees
Insider / Pro Group Participation:
Insider=Y /
Name ProGroup=P # of Shares
Wayne Hewgill Y/P 100,000
Kitco Gibson Capital Corp. (S.Gibson) Y 455,000
Dale Wallster Y 50,000
Ockham Capital Corp. (J.Sujir) Y 22,500
Aggregate Pro Group Involvement P 1,363,000
[8 placees]
Finder's Fee: $10,520.40 and 47,820 Finder's Warrants payable to Wolverton Securities Ltd.
$48,985.20 and 222,660 Finder's Warrants payable to Haywood Securities Inc.
$10,890 and 49,500 Finder's Warrants payable to BMO Nesbitt Burns Inc.
$2,310 and 10,500 Finder's Warrants payable to Develco Capital
$30,690 and 139,500 Finder's Warrants payable to Sprott Global Resource Investments Ltd.
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company must issue a news release announcing the closing of the private placement and setting out the expiry dates of the hold period(s). The Company must also issue a news release if the private placement does not close promptly.
Name Change and Resume Trading
Pursuant to a resolution passed by directors on May 21, 2014, the Company has changed its name as follows. There is no consolidation of capital.
Effective at the opening on Friday, July 18, 2014, the common shares of Roughrider Exploration Limited will commence trading on the Exchange, and the common shares of Westham Resources Corp. will be delisted. The Company is classified as a 'Junior Mining' company.
Capitalization: Unlimited shares with no par value of which
19,698,282 shares are issued and outstanding
Escrow: 3,240,000 escrowed shares
Transfer Agent: Computershare Investor Services Inc.
Trading Symbol: REL (new)
CUSIP Number: 77910P 10 1 (new)
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