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Tartisan Resources and Canadian Arrow Mines Limited Sign Definitive Merger Agreement

TORONTO, Oct. 20, 2017 /CNW/ - Canadian Arrow Mines Limited (TSX.V:CRO) - ("Canadian Arrow") announces that a definitive arrangement agreement (the "Agreement")

articleTartisan Nickel Corp.October 20, 20174/company/tartisan-nickel-corp/news/tartisan-resources-and-canadian-arrow-mines-limited-sign-definitive-merger-agreement
Tartisan Resources and Canadian Arrow Mines Limited Sign Definitive Merger Agreement

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[{"type":"text","content":"TORONTO, Oct. 20, 2017 /CNW/ - Canadian Arrow Mines Limited (TSX.V:CRO) - (\"Canadian Arrow\") announces that a definitive arrangement agreement (the \"Agreement\") has been signed with Tartisan Resources Corp. (CSE: TTC) - (\"Tartisan\") whereby Tartisan will acquire all of the issued and outstanding common shares of Canadian Arrow Mines Limited (\"Canadian Arrow\") by way of a court-approved plan of arrangement (the \"Arrangement\") in accordance with the Business Corporations Act (Ontario) in exchange for common shares in the capital of Tartisan. Pursuant to the terms of the Agreement, Tartisan would issue to Canadian Arrow Mines Limited shareholders one common share of Tartisan for every 17.5 common shares of Canadian Arrow, resulting in the issuance of approximately 8,000,000 common shares of Tartisan. Additionally, Tartisan would issue up to 4,500,000 common shares of Tartisan to settle Canadian Arrow debt pursuant to debt conversion agreements with various Canadian Arrow creditors. Certain lock up provisions are included in the Debt Conversion Agreements. Tartisan has also agreed to pay the transaction related expenses of Canadian Arrow. The proposed transaction provides Canadian Arrow shareholders with liquidity, sustaining capital and an opportunity to participate in the potential upside of Tartisan. The board of directors of Canadian Arrow (the \"Canadian Arrow Board\") has approved the Arrangement and the entering into of the Arrangement Agreement and has determined to recommend that shareholders of Canadian Arrow vote in favour of the Arrangement. Completion of the Arrangement is subject to customary closing conditions, including approval of the Ontario Superior Court of Justice (Commercial List), the approval of holders of not less than 66 2/3% of the holders of Canadian Arrow Shares voted at a special meeting of Canadian Arrow shareholders that will be called to approve the Arrangement (the \"Special Meeting\") as well as majority of the minority approval as required under applicable Canadian securities laws. The Arrangement is also subject to the approval of the TSX Venture Exchange, the Canadian Securities Exchange and all applicable regulatory authorities, as well other conditions typical for a transaction of this nature. The terms of the Arrangement will be summarized in an information circular of Canadian Arro...

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