Business
Sayward Capital Corp. Announces a Proposed Qualifying Transaction to Acquire Midex Resources Ltd. and a Proposed Concurrent Financing for up to Approximately CAD$2,650,000
Calgary, Alberta--(Newsfile Corp. - June 13, 2023) - Sayward Capital Corp. (TSXV: SAWC.P) (" Sayw...
About this update from Sayward Capital Corp.
[{"type":"text","content":"Sayward Capital Corp. Announces a Proposed Qualifying Transaction to Acquire Midex Resources Ltd. and a Proposed Concurrent Financing for up to Approximately CAD$2,650,000Calgary, Alberta--(Newsfile Corp. - June 13, 2023) - Sayward Capital Corp. (TSXV: SAWC.P) (\"Sayward\"), a capital pool company as defined under the policies of the TSX Venture Exchange (\"TSXV\" or the \"Exchange\"), is pleased to announce that, further to its news release dated February 27, 2023 (the \"LOI Press Release\"), it has entered into a business combination agreement dated June 13, 2023 (the \"Definitive Agreement\"), with Midex Resources Ltd. (\"Midex\"), further to the non-binding letter of intent entered into between Sayward and Midex dated February 24, 2023. Sayward anticipates that the transaction (the \"Qualifying Transaction\") will constitute its Qualifying Transaction pursuant to Policy 2.4 - Capital Pool Companies of the Exchange (\"Policy 2.4\"), as such term is defined in the policies of the Exchange.The Definitive Agreement provides for a three-cornered amalgamation (the \"Amalgamation\"), whereby Midex will amalgamate with 2372845 Alberta Ltd. (\"Subco\"), a wholly owned subsidiary of Sayward, whereby each of the shareholders of Midex will receive common shares of Sayward, which such shares will be listed on the Exchange, subject to the Exchange's approval, including all terms and conditions of the Definitive Agreement. Sayward, as it exists upon completion of the Qualifying Transaction (the \"Resulting Issuer\"), will continue the business of Midex. In connection with the Qualifying Transaction: (i) Midex intends to complete a non-brokered private placement for gross proceeds of up to approximately CAD$1,500,000 (the \"HD Private Placement\") from the sale of units of Midex (\"HD Units\"); and (ii) the Resulting Issuer intends to complete a non-brokered private placement and critical flow-through common share units of Midex (\"FT Units\") for gross proceeds of up to approximately CAD$1,150,000 (the \"FT Private Placement\", and collectively with the HD Private Placements, the \"Concurrent Financing\"). Concurrent Financing DetailsIt is anticipated that pursuant to the HD Private Placement, Midex will issue up to approximately 10,000,000 HD Units. Each HD Unit will consist of one common share (a \"Midex Share\") in the capital of Midex ...