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OUTCROP AND ZACAPA ANNOUNCE CLOSING OF AMALGAMATION

OUTCROP AND ZACAPA ANNOUNCE CLOSING OF AMALGAMATION Canada NewsWire VANCOUV...

articleOutcrop Silver & Gold CorporationNovember 21, 20235/company/outcrop-silver-and-gold-corporation-1/news/outcrop-and-zacapa-announce-closing-of-amalgamation
OUTCROP AND ZACAPA ANNOUNCE CLOSING OF AMALGAMATION

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[{"type":"text","content":"\n \n \n \n OUTCROP AND ZACAPA ANNOUNCE CLOSING OF AMALGAMATION\n \n \n /* Style Definitions */\nspan.prnews_span\n{\nfont-size:8pt;\nfont-family:\"Arial\";\ncolor:black;\n}\na.prnews_a\n{\ncolor:blue;\n}\nli.prnews_li\n{\nfont-size:8pt;\nfont-family:\"Arial\";\ncolor:black;\n}\np.prnews_p\n{\nfont-size:0.62em;\nfont-family:\"Arial\";\ncolor:black;\nmargin:0in;\n}\n \n \n \n \n \n \n Canada NewsWire\n \n \n \n \n \n \n VANCOUVER, BC\n \n \n ,\n \n \n Nov. 21, 2023\n \n \n /CNW/ -\n \n Outcrop Silver & Gold Corporation\n \n (\"\n \n Outcrop\n \n \") (TSXV: OCG) (OTCQX: OCGSF) (DE: MRG1) and\n \n Zacapa Resources Ltd.\n \n (\"\n \n Zacapa\n \n \") (TSXV: ZACA) (OTCQB: ZACAF) (DE: BH0) are pleased to announce that they have completed their previously announced amalgamation (the \"\n \n Transaction\n \n \") pursuant to which a wholly-owned subsidiary of Outcrop amalgamated with Zacapa (\"\n \n Amalco\n \n \") and all of the issued and outstanding common shares of Zacapa (the \"\n \n Zacapa Shares\n \n \") were exchanged for common shares of Outcrop (\"\n \n Outcrop Shares\n \n \") on a four-for-one basis.\n \n \n \n \n \n \n \n \n \n The Transaction was completed by way of a three-cornered amalgamation under the provisions of the\n \n Business Corporations Act\n \n (\n \n British Columbia\n \n ) whereby\n \n 1433180 B\n \n .C. Ltd. (\"\n \n Subco\n \n \"), a wholly-owned subsidiary of Outcrop, amalgamated with Zacapa and all of the issued and outstanding Zacapa Shares following the amalgamation were exchanged for Outcrop Shares on a four-for-one basis. All of Zacapa's issued and outstanding share purchase warrants (\"\n \n Zacapa Warrants\n \n \"), options (\"\n \n Zacapa Options\n \n \") and deferred share units (\"\n \n Zacapa DSUs\n \n \") were exchanged for share purchase warrants (\"\n \n Outcrop Warrants\n \n \"), options (\"\n \n Outcrop Options\n \n \") and deferred share units (\"\n \n Outcrop DSUs\n \n \") of Outcrop on the same terms, on a four-for-one basis, and subsequently cancelled. Pursuant to the transaction, Outcrop issued:\n \n \n \n a total of 30,017,474 Outcrop Shares to the former holders of the Zacapa Shares;\n \n \n a total of 7,727,630 Outcrop Warrants to the former holders of Zacapa Warrants, with each Outcrop Warrant exercisable to purchase one Outcrop Share at a price ranging from\n \n $0.30\n \n...

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