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Sun Peak Metals Announces Execution of Definitive Agreement to Acquire Saudi Discovery Company SPV Limited
VANCOUVER, BC / ACCESS Newswire / October 30, 2025 / Sun Peak Metals Corp. (TSXV:PEAK)(OTCQB:S...
About this update from Sun Peak Metals Corp.
[{"type":"text","content":"Sun Peak Metals Announces Execution of Definitive Agreement to Acquire Saudi Discovery Company SPV LimitedVANCOUVER, BC / ACCESS Newswire / October 30, 2025 / Sun Peak Metals Corp. (TSXV:PEAK)(OTCQB:SUNPF) (\"Sun Peak\" or the \"Company\") today announced that, further to its news releases dated September 18, October 15 and October 16, 2025, it has entered into a definitive share exchange agreement (the \"Agreement\") dated October 30, 2025, with Saudi Discovery Company SPV Limited (\"SDC\" or \"Saudi Discovery\") and all of its shareholders (the \"SDC Shareholders\"), pursuant to which Sun Peak will acquire 100% of the issued and outstanding shares of SDC (the \"Transaction\").Under the terms of the Agreement, Sun Peak will issue an aggregate of 58,065,356 common shares to the SDC Shareholders in exchange for all issued and outstanding shares of SDC. Upon completion of the Transaction, Sun Peak shareholders and the former shareholders of SDC will hold approximately 60% and 40%, respectively, of the issued and outstanding Sun Peak common shares, exclusive of any securities to be issued in connection with the Company's concurrent financing.The Transaction remains subject to customary conditions, including acceptance of the TSX Venture Exchange, regulatory and shareholder approvals, and is expected to close in the first week of December. The Transaction constitutes a related party transaction within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (\"MI 61-101\") as certain directors and officers of SDC are directors and officers of Sun Peak. The Company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as the fair market value of the subject matter and of consideration for the Transaction, insofar as it involves interested parties, will not exceed 25% of the market capitalization of the Company, as determined in accordance with MI 61-101. Notwithstanding the foregoing, the Transaction will require the approval of Sun Peak shareholders at a special meeting (the \"Meeting\") by a simple majority of the votes cast by the Sun Peak shareholders, excluding the votes cast by certain persons, under the policies of the TSX Venture Exchange.The Meeting will be held...