TSX VENTURE COMPANIES
ICONIC MINERALS LTD. ("ICM")
BULLETIN TYPE: Plan of Arrangement-, Substitutional Listing, Delist
BULLETIN DATE: July 11, 2023
TSX Venture Tier 2 Company
TSX Venture Exchange Inc. (the "Exchange") has accepted for filing documentation in connection with an arrangement agreement dated March 24, 2023, between Iconic Minerals Ltd. (the "Company"), its wholly-owned subsidiary 1259318 BC Ltd. ("Spinco") and certain arm's length parties (collectively, the "Acquiror") pursuant to which the parties completed a plan of arrangement under the provisions of the Business Corporations Act (British Columbia) (the "Plan of Arrangement").
Under the Plan of Arrangement, the Acquiror acquired the Company's 50% indirect interest in the Bonnie Clair Project. In consideration therefore, the Company received 66,912,827 common shares of the Acquiror, of which, 60,221,528 common shares were distributed to the Company's shareholders under the Plan of Arrangement.
Also under the Plan of Arrangement, the Company (i) re-classified and re-designated its existing common shares as "Class A shares" (the "Class A Shares"); (ii) created a new class of common shares (the "New Common Shares"); and (iii) for every one Class A Share held, distributed to the shareholders of the Company (A) one New Company Share and (B) a fractional interest of a Spinco share (that was subsequently exchanged for a common share of the Acquiror).
The Exchange has been advised that the Company's shareholders approved the Plan of Arrangement at an annual general and special meeting of shareholders held on May 26, 2023 and that the Supreme Court of British Columbia approved the Arrangement on May 31, 2023. The Plan of Arrangement was completed on July 7, 2023 using letters of transmittal.
The full particulars of the Plan of Arrangement are set forth in the Company's management information circular dated April 28, 2023, which is available under the Company's profile on SEDAR. For more information, please refer to the Company's news releases dated January 9, 2023, March 27, 2023, May 29, 2023, June 1, 2023 and July 10, 2023.
Substitutional Listing:
In accordance with the above-referenced Plan of Arrangement, the Company's shareholders who previously held common shares (the "Old Shares") will have their Old Shares redesignated as Class A Shares and exchanged on a one for one basis for New Common Shares. Accordingly, the New Common Shares will be listed on the Exchange at the market opening on Thursday, July 13, 2023.
Capitalization: Unlimited common shares with no par value of which
147,509,051 common shares are issued and outstanding
Escrowed Shares: nil
Transfer Agent: Computershare Investor Services Inc.
Trading Symbol: ICM (Unchanged)
CUSIP Number: 450959101 (NEW)
Delist:
In conjunction with the closing of the Plan of Arrangement, the Old Shares of the Company will be delisted from the Exchange. Accordingly, effective at the close of business, Wednesday, July 12, 2023 the Old Shares of the Company will be delisted.
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