Business
Empress Resources and Alto Ventures Announce Definitive Agreement
Vancouver, British Columbia--(Newsfile Corp. - March 6, 2020) - Empress Resources Corp. (TSXV:...
About this update from Big Ridge Gold Corp
[{"type":"text","content":"Empress Resources and Alto Ventures Announce Definitive AgreementVancouver, British Columbia--(Newsfile Corp. - March 6, 2020) - Empress Resources Corp. (TSXV: EMPX) (\"Empress\") and Alto Ventures Ltd (TSXV: ATV) (\"Alto\") are pleased to announce they have executed a definitive agreement for a business combination which is to be effected pursuant to an arrangement under the Business Corporation Act (British Columbia) (the \"Transaction\"). Pursuant to the Transaction:Empress will be acquired by Alto, and former Empress shareholders will hold 52% of the issued and outstanding shares of the combined entity (\"New Alto\"). Shares of Empress Royalty Corp., a wholly owned subsidiary of Empress, (\"Empress Royalty\") will be distributed to shareholders of Alto and Empress. Former Empress shareholders will hold 52% of the outstanding common shares of Empress Royalty, and shareholders of Alto will hold 48% of such shares on completion of the Transaction. As a result of the Transaction, New Alto will acquire $1.25 million of the approximate $1.5 million in cash currently held by Empress. Empress Royalty will receive $250,000 in cash from Empress and will receive from Alto 13 royalties and a portfolio of marketable securities with an approximate value of $250,000.Following completion of the Transaction, Empress Royalty will carry on business as a royalty company, and New Alto will continue as an exploration company exploring the properties presently held by Alto.It is intended that New Alto and Empress Royalty will each undertake a concurrent financing to provide them with funds to finance their respective operations and, in the case of New Empress, to fund potential future royalty acquisitions.The New Alto financing will be a unit offering at a price of $0.10 per unit (after giving effect to a 5:1 share consolidation which New Alto intends to undertake in conjunction with the Transaction), with each unit consisting of one common share and one full warrant exercisable for one common share at a price of $0.20 for a term of two years. Use of proceeds will be for exploration of New Alto's mineral exploration properties. The terms of the Empress Royalty financing have not yet been determined.Pursuant to the Transaction, Empress may acquire royalties or interests in royalties prior to the completion of the Transaction and may fund such acqui...