Mr. Anthony Jackson reports
BRAVURA ANNOUNCES COMPLETION OF 5:1 SHARE CONSOLIDATION AND PRIVATE
PLACEMENT FOR GROSS PROCEEDS OF $100,000 AND THE RECORD DATE AND EFFECTIVE
DATE FOR ITS PLAN OF ARRANGEMENT
Further to its
news release dated March 4, 2015, Bravura Ventures Corp. has completed a share consolidation on the basis
of one new share for five old shares. The 1:5 consolidation was
approved by the directors of the company on Dec. 10, 2014. As a result of the 1:5 consolidation,
the 11,218,751 common shares that were previously issued and outstanding were reduced to
2,243,750 common shares issued and outstanding. Each fractional common share equal to or greater
than 0.5 common share was rounded up to the nearest whole common share, and each fractional
common share less than 0.5 common share was rounded down to the nearest whole common share.
The record date and effective date for the 1:5 consolidation are March 5, 2015.
Private placement
The company is also pleased to announce that, following the completion of the 1:5 consolidation and
further to its news release dated March 4, 2015, it has completed a non-brokered private placement of
two million common shares at a price of five cents per common share for gross proceeds of $100,000. As a result of the private placement, the company now has 4,243,750 common
shares issued and outstanding. The proceeds of the private placement will be used for working capital
purposes. The issuance of the common shares pursuant to the private placement was conducted in
accordance with applicable prospectus exemptions pursuant to National Instrument 45-106, Prospectus
and Registration Exemptions. No finders' fees were payable in respect of the private placement.
Plan of arrangement
The company is also pleased to announce that, further to its news releases dated Oct. 20, 2014, and
Feb. 6, 2015, it intends to proceed with a plan of arrangement. Pursuant to the
arrangement: (i) each of the then issued and outstanding common shares of the company will be
exchanged for one new common share, one Class 1 reorganization share and one Class 2
reorganization share (as these terms are described in the arrangement agreement) of the company, and
all of the common shares of the company outstanding prior to the arrangement will be cancelled; (ii) all
Class 1 reorganization shares will be transferred to Nuran Wireless Inc. (formerly 1014372 B.C. Ltd.)
(Spinco A) in exchange for common shares of Spinco A, in accordance with the Spinco A
reorganization ratio, as described in the arrangement agreement; (iii) all Class 2 reorganization shares will be transferred to 1014379 B.C. Ltd. (Spinco
B) in exchange for common shares of Spinco B, in accordance with the Spinco B reorganization ratio
(as described in the plan of arrangement); (iv) the company will redeem all of the Class 1 reorganization
shares and will satisfy the redemption amount of such shares by the transfer to Spinco A of $45,000 of
working capital; and (v) the company will redeem all of the Class 2 reorganization shares and will satisfy
the redemption amount of such shares by the transfer to Spinco B of $45,000 of working capital.
Shareholder approval and final court approval for the arrangement were obtained on Nov. 14, 2014, and
Dec. 10, 2014, respectively, and the record date and effective date of the arrangement will be
March 11, 2015. Please refer to the company's information circular dated Oct. 16, 2014, for additional information concerning the arrangement.
We seek Safe Harbor.
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