Mr. Marcel de Groot reports
LEVEL 14 ANNOUNCES PROPOSED PLAN OF ARRANGEMENT
Level 14 Ventures Ltd. has entered into an arrangement agreement dated, May 25, 2023, with two of its wholly owned subsidiaries, Green Mountain Resources Ltd.
(GMR) and Kobe Resources Ltd. (Kobe), whereby the company intends to complete a spinout of GMR
and Kobe to the existing shareholders of the company pursuant to a plan of arrangement under Section 288 of the Business Corporations Act
(British Columbia). The Supreme Court of British Columbia granted an interim order
on May 29, 2023, in connection with the arrangement. The arrangement agreement
was amended on June 2, 2023, to provide for an exchange ratio of 10:1 in connection with the spinout of
GMR and Kobe in accordance with the arrangement agreement and interim order.
Under the terms of the arrangement, each LVL shareholder will be entitled to receive one-10th of
one common share in the capital of each of GMR and Kobe for each outstanding common share of the
company held. In addition to the distribution of the distributed
securities to the LVL shareholders, Level 14 will transfer up to $25,000 in cash to each of GMR and Kobe
as initial working capital.
Following completion of the arrangement, GMR and Kobe will be independent reporting issuers in the
provinces of British Columbia, Alberta and Ontario. The company believes that the arrangement is in the
best interests of the company in order to unlock value in the company's Green Mountain property and
free miner certificate held through GMR and Kobe, respectively.
The arrangement is anticipated to close in late June or early July, 2023. Closing of the arrangement is
subject to the approval of not less than two-thirds of the votes cast by LVL shareholders at a meeting that
will be held to approve, in addition to annual general meeting matters, the arrangement. The arrangement is also subject to, among other conditions, the final approval of the Supreme
Court of British Columbia, the receipt of all necessary regulatory approvals and satisfaction of certain other
closing conditions that are customary for a transaction of this nature.
The LVL meeting is scheduled to be held on June 22, 2023. A management information circular providing
details regarding the arrangement, and the matters to be considered at the LVL meeting, will be mailed to
the LVL shareholders in accordance with regulatory requirements.
The board has unanimously approved the arrangement agreement, and determined that the
arrangement is in the best interests of the company and the LVL shareholders.
For complete details of the arrangement, readers are encourage to review the arrangement agreement
that is currently available under the company's profile on SEDAR.
About Level 14 Ventures Ltd.
Level 14 is an exploration-stage mining company with a focus on precious metals. The company owns the
Green Mountain property in British Columbia, Canada, and has an option to acquire 100 per cent of the Colpayoc
property in Peru. Level 14 continues to evaluate opportunities in the mineral sector on a continuing basis.
We seek Safe Harbor.
© 2023 Canjex Publishing Ltd. All rights reserved.