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Kismet Announces TSXV Conditional Acceptance and Filing of Filing Statement for Its Qualifying Transaction

VANCOUVER, BC / ACCESSWIRE / December 2, 2020 / Kismet Resources Corp. (the " Company " or...

articleTdg Gold CorpDecember 2, 20203/company/tdggoldcorp/news/kismet-announces-tsxv-conditional-acceptance-and-filing-of-filing-statement-for-its-qualifying-transaction
Kismet Announces TSXV Conditional Acceptance and Filing of Filing Statement for Its Qualifying Transaction

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[{"type":"text","content":"Kismet Announces TSXV Conditional Acceptance and Filing of Filing Statement for Its Qualifying TransactionVANCOUVER, BC / ACCESSWIRE / December 2, 2020 / Kismet Resources Corp. (the \"Company\" or \"Kismet\") (TSXV:KSMT.P) is pleased to announce that it has received conditional acceptance from the TSX Venture Exchange (the \"Exchange\") today to close its previously announced acquisition of TDG Gold Corp. (\"TDG\") by way of a three-cornered amalgamation among the Company, TDG and a wholly-owned subsidiary of the Company (the \"Transaction\"), as more particularly described in the Company's press releases dated July 29, 2020 and October 5, 2020. The Transaction will constitute the Company's qualifying transaction pursuant to the policies of the Exchange.Kismet and TDG anticipate closing the Transaction on or about December 11, 2020. Immediately prior to the completion of the Transaction, the outstanding common shares of Kismet will be consolidated on the basis of two pre-consolidation common shares for every one post-consolidation common share (each, a \"Resulting Issuer Share\"), and Kismet will change its name to \"TDG Gold Corp.\" (the \"Resulting Issuer\").In connection with the Transaction, the Company has filed on SEDAR its filing statement dated November 27, 2020 (the \"Filing Statement\") and a National Instrument 43-101 Technical Report on the Baker-Shasta-Oxide Peak Property, Omineca Mining Division, British Columbia, Canada published for TDG and Kismet dated effective October 18, 2020 by SGDS-HIVE Geological. Investors are encouraged to review the Filing Statement at www.sedar.com, which provides detailed information about the Transaction, the Resulting Issuer, the Company, and TDG, including the audited consolidated financial statements of TDG for the years ended July 31, 2020 and 2019 which reflect that, as at July 31, 2020, TDG had a net loss for the year of $342,949 and total assets of $1,920,409. The Filing Statement also describes the concurrent financing (the \"Concurrent Financing\") to be completed by Kismet in connection with the Transaction pursuant to which Kismet intends to complete a private placement equity financing to raise gross proceeds of a minimum of $4,000,000 and a maximum of up to $5,000,000 through the issuance of up to 6,666,666 non-flow through units (each, a \"Non-Flow Through Unit\") at a ...

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