Business
Aardvark 2 Capital Corp. Announces Proposed Qualifying Transaction with Nuvau Minerals Corp.
Toronto, Ontario--(Newsfile Corp. - June 17, 2024) - Aardvark 2 Capital Corp. (TSXV: ACCB.P) (the...
About this update from Nuvau Minerals Inc.
[{"type":"text","content":"Aardvark 2 Capital Corp. Announces Proposed Qualifying Transaction with Nuvau Minerals Corp.Toronto, Ontario--(Newsfile Corp. - June 17, 2024) - Aardvark 2 Capital Corp. (TSXV: ACCB.P) (the \"Company\") and Nuvau Minerals Corp. (\"Nuvau\", and together with the Company, the \"Parties\") are pleased to announce the execution of a non-binding letter of intent dated June 13, 2024 (the \"LOI\") regarding a proposed arm's length Qualifying Transaction (the \"Qualifying Transaction\"), as such term is defined in Policy 2.4 - Capital Pool Companies (the \"Policy\") of the TSX Venture Exchange (the \"TSXV\") Corporate Finance Manual. The Parties intend to enter into a definitive agreement (the \"Proposed Definitive Agreement\") in respect of the Qualifying Transaction. The Qualifying TransactionAs will be set out in the Proposed Definitive Agreement, the Company is expected to acquire all of the issued and outstanding common shares of Nuvau (the \"Nuvau Shares\") pursuant to a three-cornered amalgamation to be completed under the Business Corporations Act (Ontario) (the \"OBCA\") by the Company, Nuvau, and a wholly- owned subsidiary of the Company to be incorporated for the purpose of completing the amalgamation (the \"Amalgamation\"). The Amalgamation is expected to result in the issuance, to each shareholder of Nuvau (each, a \"Nuvau Shareholder\"), of one (1) Post-Consolidation Common Share (as defined below) for each one (1) Nuvau Share held by such holder immediately prior to the closing of the Qualifying Transaction (the \"Closing\"). As part of the Amalgamation, all convertible securities of Nuvau outstanding immediately prior to the Closing are expected to be replaced with or exchanged for equivalent convertible securities of the Company entitling the holders thereof to acquire Post-Consolidation Common Shares in lieu of Nuvau Shares.The Amalgamation will result in the reverse takeover of the Company by Nuvau Shareholders, and will constitute the Company's Qualifying Transaction. Following the completion of the Qualifying Transaction, the Company, as the issuer resulting therefrom (the \"Resulting Issuer\"), is expected to carry on the current business of Nuvau under the name \"Nuvau Minerals Corp.\" or such other name as may be determined by Nuvau and approved by the shareholders of the Company and be acceptable to the applicab...