TSX VENTURE COMPANIES:
BLACKEAGLE DEVELOPMENT CORP ("BDC")
[formerly Symbio Capital Corp ("SYB.P")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Name Change, Property-Asset or Share Purchase Agreement, Reinstated for Trading
BULLETIN DATE: August 6, 2014
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing Blackeagle Development Corp.'s (the "Company") Qualifying Transaction ("QT") described in its Filing Statement dated July 22, 2014. As a result, at the opening on Thursday, August 7, 2014, the Company will no longer be considered a Capital Pool Company. The Qualifying Transaction includes the following:
Property Purchase Agreement:
The Company has entered into an option agreement (the "Option Agreement") dated April 8, 2014, as amended and restated April 25, 2014 and June 26, 2014, between the Company and Tajiri Resources Corp. ("Tajiri") and Donald Bragg, Peter Fox and Barry Price (collectively, the "Vendors"), pursuant to which Tajiri granted the Company an option to acquire a 70% interest in 40 mineral claims located in British Columbia known as the OGK Property (the "Property") subject to a 2% net smelter royalty ("NSR") payable to the Vendors.
The Company can earn a 70% interest in the Property by paying an aggregate of $100,000 in cash, issuing 1,000,000 shares and incurring $1,350,000 in work expenditures over three years as follows:
* Paying $25,000 cash to Tajiri upon execution of the Option Agreement (paid)
* Issuing 140,000 shares to the Vendors and 60,000 to Tajiri within 5 days after Final Exchange Approval in connection with the QT (the "Closing")
* Incurring $250,000 in work expenditures within one year of Closing
* Paying $35,000 cash to Tajiri and issuing 90,000 shares to Tajiri and 210,000 shares to the Vendors and incurring an additional $350,000 in work expenditures on the Property within 2 years of Closing
* Paying $15,000 cash to Tajiri and $25,000 cash to the Vendors, issuing 150,000 shares to Tajiri and 350,000 to the Vendors, and incurring an additional $750,000 in work expenditures within 3 years of Closing.
A Finder's Fee of $4,000 cash and 400,000 shares will be paid to Ramtag Resources Ltd in connection with the transaction.
The Company is classified as an "Exploration and Mining" company.
Name Change:
The Company has changed its name to Blackeagle Development Corp. There is no consolidation of capital.
Capitalization: Unlimited shares with no par value of which
4,508,000 shares are issued and outstanding
Escrow: 1,350,000 shares subject to a three year CPC Value Escrow agreement
Transfer Agent: Computershare Investor Services Inc.
Trading Symbol: BDC (new)
CUSIP Number: 092302108 (new)
Effective at the opening on Thursday, August 7, 2014, trading will be reinstated in the securities of the Company.
Company Contact: Ron Miles
Company Address: Suite 1780 - 400 Burrard Street, Vancouver, BC, V6C 3A6
Company Phone Number: 604-628-5005
Company Fax Number: 604-531-6885
Company Email Address: rmiles1@telus.net
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