SPROTT RESOURCE HOLDINGS INC. ("SRHI")
[formerly Adriana Resources Inc. ("ADI")]
BULLETIN TYPE: Amalgamation, Name Change, Private Placement-Non-Brokered, Private Placement-Brokered, Graduation
BULLETIN DATE: February 10, 2017
TSX Venture Tier 2 Company
Amalgamation
TSX Venture Exchange has accepted for filing an arrangement agreement dated November 29, 2016, pursuant to which Sprott Resource Holdings Inc. (formerly Adriana Resources Inc.) (the "Company") has completed a statutory plan of arrangement (the "Arrangement") with Sprott Resource Corp. ("SRC") (TSX:SRC), resulting in SRC becoming a wholly-owned subsidiary of the Company. Pursuant to the Arrangement, all of the issued and outstanding SRC shares were exchanged on the basis of three (3) shares of the Company for each SRC share held. The Company issued an aggregate of 290,016,306 shares to SRC.
The Company also issued 21,750,000 warrants (each exercisable into one share of the Company at a price of $0.33 for a period of five years), to Sprott Resource Consulting Limited ("SRCL") as consideration for certain amendments to the existing partnership agreement between SRC and SRCL.
Name Change
Pursuant to a certificate of amendment dated February 9, 2017, Adriana Resources Inc. changed its name to Sprott Resource Holdings Inc. (the "Company"). There is no consolidation of capital.
TSX Venture Exchange has been advised that the shares of the Company will be listed and commence trading on Toronto Stock Exchange at the opening on Monday February 13, under the name "Sprott Resource Holdings Inc.", and the symbol "SRHI".
As a result of this Graduation, there will be no further trading under the symbol "ADI" on TSX Venture Exchange after Friday February 10, 2017, and the shares of the Company will be delisted from TSX Venture Exchange at the commencement of trading on Toronto Stock Exchange.
Capitalization: Unlimited shares with no par value of which
510,488,999 shares are issued and outstanding
Escrow: Nil shares
Transfer Agent: TSX Trust Company
Common Share Trading Symbol: SRHI (NEW)
Common Shares CUSIP Number: 85209D 10 1 (NEW)
Listed Common Share Purchase Symbol SRHI.WT (NEW)
Listed Common Share Purchase Warrants 85209D 11 9 (NEW)
Private Placement, Non-Brokered
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced November 29, 2016:
Number of Shares: 42,918,455 common shares
Purchase Price: $0.233 per share
Number of Placees: 1 Placees
Insider / Pro Group Participation: N/A
Private Placement, Brokered
TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced November 29, 2016:
Number of Shares: 20,000,000 common shares [20,000,000 warrants]
Purchase Price: $0.25 per share
Warrants: 20,000,000 share purchase warrants to purchase 20,000,000 shares
Warrant Exercise Price: $0.33 for a five year period
Number of Placees: 2 Placees
Insider / Pro Group Participation: N/A
Finder's Fee: A commission of $300,000 was paid to Sprott Global Resource Investments, Ltd.
Graduation
TSX Venture Exchange has been advised that the resulting issuer's shares will be listed and commence trading on Toronto Stock Exchange at the opening on Monday February 13, under the name "Sprott Resource Holdings Inc.", and the symbol "SRHI".
As a result of this Graduation, there will be no further trading under the symbol "ADI" on TSX Venture Exchange after Friday February 10, 2017, and its shares will be delisted from TSX Venture Exchange at the commencement of trading on Toronto Stock Exchange.
For more information, refer to the Company's joint management proxy circular dated December 21, 2016.
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