TSX VENTURE COMPANIES
BULLETIN V2024-0102
AURUM LAKE MINING CORPORATION ("ARL")
[formerly Aurum Lake Mining Corporation ("ARL.P")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Property-Asset or Share Purchase Agreement, Private Placement-Non-Brokered, Resume Trading
BULLETIN DATE: January 10, 2024
TSX Venture Tier 2 Company
TSX Venture Exchange Inc. (the "Exchange") has accepted for filing the Qualifying Transaction of Aurum Lake Mining Corporation ("Aurum") as described in its filing statement dated December 21, 2023 (the "Filing Statement"). As a result, effective at the opening on Friday, January 12, 2024, the trading symbol for Aurum will change from ARL.P to ARL and Aurum will no longer be considered a Capital Pool Company, thereafter the "Resulting Issuer". The Qualifying Transaction includes the following matters, all of which have been accepted by the Exchange.
1. Acquisition of a 100% interest in the Homathko Property
Pursuant to a purchase-option agreement (the "Option Agreement") entered into on December 19, 2022 between Aurum and Transition Metals Corp. (the "Optionor") Aurum has an option acquire a 100% interest in the Optionor's interest in the Homathko Property (the "Option") located in the Cariboo Region of British Columbia, comprised of 12 contiguous mineral claims, encompassing 9,788 hectares.
As consideration of the grant of the Option, Aurum will pay a total of $470,000 to the Optionor in cash payments, incur work program expenditures on the Homathko Property totalling $500,000 over two years and make a one-time $5,000,000 lump sum payment to the Optionor upon the commencement of commercial production. Aurum will also make payments necessary to ensure the Homathko Property remains in good standing for the term of the Option.
The payment schedule will be as follows:
(a) Cash payments
(i) A sum of $20,000 on signing of the Option Agreement;
(ii) $100,000 on the date which is three days following the receipt of Exchange final approval ("Effective Date");
(iii) $150,000 on the first anniversary of the Effective Date; and
(iv) $200,000 on the second anniversary of the Effective Date.
(b) Work program expenditures
(i) $100,000 by the first anniversary of the Effective Date; and
(ii) a cumulative total of $500,000 by the second anniversary of the Effective Date.
In addition, Aurum will grant a 2% net smelter royalty on all mineral production on the Homathko Property in favour of the Optionor; the Option is subject to an underlying net smelter royalty of 1.0% on tenures 1010863, 761502 and 761522 to Nova Royalty Corp.
For more information regarding Aurum, see the Filing Statement which is available under Aurum's profile on SEDAR+.
2. Private Placement-Non-Brokered
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on November 8, 2023:
Number of Shares: 240,000 flow-through shares and 5,000,000 non-flow-through shares
Purchase Price: $0.50 per flow-through share and $0.40 per non-flow-through share
Number of Placees: 27 placees
Insider / Pro Group Participation:
Placees # of Placee (s) Aggregate # of Shares
Aggregate Existing Insider Involvement: 2 230,000
Aggregate Pro Group Involvement: N/A N/A
Aggregate Cash Amount Aggregate #
of Shares Aggregate #
of Warrants
Finder's Fee: $99,000 N/A 247,500 Warrants
Finder's Warrants Terms: Each warrant entitles the holder to purchase one common share at the price of $0.40 for period of 24 months from the date of issuance.
Aurum issued a news release on December 6, 2023 confirming closing of the private placement.
Aurum is classified as an 'Mining' company.
Capitalization: Unlimited shares with no par value of which
21,740,000 shares are issued and outstanding
Escrow: 13,000,000 shares are subject to the CPC Escrow Agreement
Transfer Agent: Odyssey Trust Company
Trading Symbol: ARL (New)
CUSIP Number: 05209U101 (Unchanged)
3. Resume Trading:
Effective at the opening on Friday, January 12, 2024, trading in the shares of Aurum will resume.
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