00:31:23 EDT Tue 30 Apr 2024
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Medgold Resources reverse takeover, shares for debt

2024-01-19 19:25 ET - Major Transaction Completed

The TSX Venture Exchange has accepted for filing Medgold Resources Corp.'s (now Electrum Discovery Corp.) reverse takeover (RTO), as principally described in the company's information circular dated July 14, 2023, as well as the company's news release dated Jan. 18, 2024.

The RTO includes the following matters, all of which have been accepted by the exchange.

Reverse takeover -- completed

Pursuant to an amalgamation agreement dated Jan. 27, 2023, as amended, among Medgold Resources Corp. and Balkan Metals Corp. (BMC), a private British Columbia incorporated company, and a wholly owned subsidiary of Medgold (MergeCo), BMC and MergeCo completed an amalgamation. In connection with the amalgamation, one company share was issued in exchange for every BMC share held on a postconsolidated basis.

The exchange has been advised that shareholders of the company approved the RTO on Aug. 31, 2023, at a meeting of company shareholders.

For additional information, please refer to the company's circular dated July 14, 2023, as well as the company's news release dated Jan. 18, 2024, each of which are available on SEDAR+.

Private placement -- non-brokered

Pursuant to the RTO, BMC completed a concurrent non-brokered private placement of 21.6 million subscription receipts at 10 cents per subscription receipt. Gross proceeds raised in the financing were $2.16-million. Each subscription receipt converted into one (postconsolidation) unit of BMC, with each such unit being exchanged for one unit of the company (postconsolidation).

Each unit comprises one share and one warrant in the company. Each warrant is exercisable at a price of 20 cents for a period of two years.

Shares for debt

The TSX Venture Exchange has accepted for filing the company's proposal to issue shares to settle outstanding debt for $330,000 on a postconsolidation basis, as follows.

Number of creditors:  three creditors

Total non-arm's-length-party involvement:  $128,280, 641,400 shares at 20 cents (one party)

The shares were issued at closing of the RTO and the debt extinguished.

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