09:09:44 EDT Fri 03 May 2024
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Jinhua qualifying transaction, rollback, resumption

2023-08-09 19:54 ET - Qualifying Transaction

The TSX Venture Exchange has accepted for filing Jinhua Capital Corp.'s qualifying transaction, as described in its filing statement dated June 30, 2023. As a result, at the opening on Friday, Aug. 11, 2023, the company will no longer be considered a capital pool company. The qualifying transaction includes the following:

  • The acquisition of an option to acquire up to a 100-per-cent interest in 54 mineral claims comprising the Pluto property in Quebec, pursuant to an option agreement with Musk Metals Corp. The option may be exercised by the company through payment of an aggregate of $236,648 in cash or shares at a price of 10 cents per share or a combination thereof (at the company's election) over an 18-month period, and incurring $750,000 in qualifying expenditures over a five-year period.

Musk also advanced $226,000 in cash to finance exploration work on the Pluto property. The company agreed to settle this amount through the issuance of 2,226,000 shares to Musk at a deemed price of 10 cents per share.

The exchange has been advised that the above transactions have been completed on Aug. 9, 2023.

Graduation from the NEX, symbol change

As a result of completing its qualifying transaction, the company has met the requirements to be listed as a TSX Venture Exchange Tier 2 company. Therefore, effective on Friday, Aug. 11, 2023, the company's listing will transfer from the NEX to the TSX Venture Exchange, the company's tier classification will change from the NEX to Tier 2, and the filing and service office will change from NEX to Vancouver.

Effective at the opening, Friday, Aug. 11, 2023, the trading symbol for the company will change from JHC.H to JHC.

In addition, the exchange has accepted for filing the following.

Consolidation

Immediately prior to the completion of the qualifying transaction, pursuant to directors' resolution passed on July 26, 2023, the company consolidated its capital on a one-new-for-two-old basis. The name of the company has not been changed.

Effective at the opening on Aug. 11, 2023, the shares of Jinhua Capital will resume trading on the TSX Venture Exchange on a consolidated basis.

Private placement

The TSX Venture Exchange has accepted for filing documentation with respect to a non-brokered private placement announced on Aug. 1, 2023.

Number of shares:  5,033,000 shares

Purchase price:  10 cents per share

Warrants:  5,033,000 share purchase warrants to purchase 5,033,000 shares

Warrant exercise price:  25 cents for a two-year period

Number of placees:  41 placees

The company issued a news release on Aug. 9, 2023, confirming the closing of the private placement. Note that in certain circumstances the exchange may later extend the expiry date of the warrants, if they are less than the maximum permitted term.

Posttransaction capitalization:  unlimited shares with no par value, of which 17,317,059 shares are issued and outstanding

Escrow:  229,500 shares remain escrowed pursuant to a pre-existing escrow agreement

Transfer agent:  Computershare Trust Company of Canada

Symbol:  JHC (same but with .H removed)

Cusip No.:  47759W 30 1 (new)

The company is classified as a gold and silver ore mining company (NAICS No. 212220).

Resume trading

Effective at the opening on Friday, Aug. 11, 2023, the common shares of the company will resume trading.

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