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Canter Resources Announces Definitive Agreement with Altitude Ventures

Vancouver, British Columbia--(Newsfile Corp. - November 13, 2023) - Canter Resources Corp. (CSE: CRC) (FSE: 6O1) ("Canter" or the "Company") is pleased to annou

articleCanter Resources CorpNovember 13, 20233/company/canter-resources-corp/news/canter-resources-announces-definitive-agreement-with-altitude-ventures
Canter Resources Announces Definitive Agreement with Altitude Ventures

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[{"type":"text","content":" Vancouver, British Columbia--(Newsfile Corp. - November 13, 2023) - Canter Resources Corp. (CSE: CRC) (FSE: 6O1) (\"Canter\" or the \"Company\") is pleased to announce that it has entered into an amalgamation agreement dated November 10, 2023 (the \"Amalgamation Agreement\") with Altitude Ventures Ltd. (\"Altitude\"), a private company headquartered in Vancouver, British Columbia, and Canter's wholly-owned subsidiary, 1447235 B.C. Ltd. (\"Subco\"), to acquire all of the issued and outstanding common shares of Altitude (the \"Altitude Shares\") by way of a three-cornered amalgamation (the \"Transaction\"). Altitude holds the sole option to acquire a 100% interest of the 23,000 acre lithium exploration project located in the Columbus Salt Marsh Basin, Esmerelda County, Nevada, USA, being the \"Columbus Lithium-Boron Project\". In addition, Altitude holds a 100% interest in certain Beaver Creek lithium occurrences located in the town of Lincoln, Montana, USA, being the \"Beaver Creek Property\". Details of the Columbus Lithium-Boron Property and the Montana Property are further described below. All currency references in this news release are in Canadian currency unless otherwise indicated. Transaction Details The Transaction will be completed by way of a three-cornered amalgamation under the Business Corporation Act (British Columbia) among Canter, Altitude and Subco. Pursuant to the terms of the Amalgamation Agreement, Altitude will amalgamate with Subco, and the holders of Altitude Shares will each receive one common share of Canter (a \"Canter Share\") for every one Altitude Share. It is expected that 18,020,001 Canter Shares will be issued to the current shareholders of Altitude as consideration for all of the outstanding Altitude Shares pursuant to the amalgamation. The amalgamated company will become a wholly-owned subsidiary of Canter. There are currently 18,020,001 Altitude Shares and no convertible securities of Altitude outstanding. Upon closing of the Transaction, the capitalization of Canter will consist of 42,228,668 Canter Shares and 655,000 options to acquire Canter Shares. Current Altitude shareholders will own approximately 42.67% of the combined company on a non-diluted basis, and approximately 42.02% on a fully-diluted basis. In connection with the Transaction, Canter has agreed to advance a loan of US$135,000 ...

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