McMillan LLP

Jade Miners Sue B.C. Government Following First Nation's "Eviction Notice"

Retrieved on: 
Tuesday, March 26, 2024

Vancouver, British Columbia--(Newsfile Corp. - March 25, 2024) - Cassiar Jade Contracting Inc. ("Cassiar Jade") and Glenpark Enterprises Ltd. ("Glenpark") (together the "Companies") today filed a notice of civil claim in BC Supreme Court, seeking monetary damages from the BC Government.

Key Points: 
  • Vancouver, British Columbia--(Newsfile Corp. - March 25, 2024) - Cassiar Jade Contracting Inc. ("Cassiar Jade") and Glenpark Enterprises Ltd. ("Glenpark") (together the "Companies") today filed a notice of civil claim in BC Supreme Court, seeking monetary damages from the BC Government.
  • This is the same section, of the same act, that the government used to shut down mining activity on part of Vancouver Island earlier this month.
  • "It is incredibly frustrating to have to sue our own government, after 35 years of being a pioneer in this industry and building a global market," said Tony Ritter, President of Cassiar Jade.
  • "So if this is the government's approach to reconciliation, then it is going to lose a lot of investment in BC."

Canter Resources Appoints New CFO, Corporate Secretary, Provides Corporate Updates and Announces Annual General Meeting Date

Retrieved on: 
Thursday, March 14, 2024

In a corresponding move, Sarah Hundal will step down from her CFO and Corporate Secretary role and support the new appointees during the transition.

Key Points: 
  • In a corresponding move, Sarah Hundal will step down from her CFO and Corporate Secretary role and support the new appointees during the transition.
  • We continue to augment the corporate group as we enter this exciting phase of growth for the Company."
  • Annual General Meeting: The Company also announces that it has set its Annual General Meeting (the "AGM") for April 25, 2024 at 10:00 am (Vancouver Time).
  • High Tide is a Vancouver-based consulting company established in 2018 that provides corporate communications and investor relations services for publicly traded companies.

TECPETROL AND ALPHA LITHIUM ANNOUNCE SUBSEQUENT ACQUISITION TRANSACTION AND COMPLETION OF OFFER

Retrieved on: 
Thursday, November 2, 2023

Tecpetrol and Alpha also announce that they have entered into an agreement (the "Acquisition Agreement") providing for the acquisition by Tecpetrol of all of the Alpha shares not acquired pursuant to the Offer (the "Subsequent Acquisition Transaction").

Key Points: 
  • Tecpetrol and Alpha also announce that they have entered into an agreement (the "Acquisition Agreement") providing for the acquisition by Tecpetrol of all of the Alpha shares not acquired pursuant to the Offer (the "Subsequent Acquisition Transaction").
  • Following completion of the Subsequent Acquisition Transaction, Tecpetrol will own 100% of the Alpha shares and Alpha will be a wholly-owned subsidiary of Tecpetrol.
  • Subject to the terms of the Acquisition Agreement, Alpha shareholders (other than Tecpetrol) will receive C$1.48 in cash per share pursuant to the Subsequent Acquisition Transaction, the identical consideration offered under the Offer.
  • The Subsequent Acquisition Transaction will be effected pursuant to the amalgamation of Alpha and a wholly-owned subsidiary of Tecpetrol under the Business Corporations Act (British Columbia) (the "Amalgamation").

Alpha Lithium Files Notice of Change to Directors’ Circular Recommending Shareholders Accept Tecpetrol’s Increased Bid

Retrieved on: 
Thursday, September 28, 2023

The Board will provide greater context regarding its recommendation to shareholders that they accept the Increased Offer in a Notice of Change to Directors’ Circular (the “Notice of Change”) to be filed on SEDAR+ at www.sedarplus.ca.

Key Points: 
  • The Board will provide greater context regarding its recommendation to shareholders that they accept the Increased Offer in a Notice of Change to Directors’ Circular (the “Notice of Change”) to be filed on SEDAR+ at www.sedarplus.ca.
  • The Notice of Change will also be mailed to all persons required to be sent a copy under applicable securities laws.
  • The Notice of Change will include a letter to shareholders from the Board, which will summarize the principal factors considered by the Board in reaching its recommendation, set out below.
  • There is no certainty that Tecpetrol can meet the conditions of the Increased Offer that may not be considered to be discretionary.

DevvStream Holdings to List on Nasdaq Via Business Combination with Focus Impact Acquisition Corp.

Retrieved on: 
Wednesday, September 13, 2023

VANCOUVER, British Columbia, Sept. 13, 2023 (GLOBE NEWSWIRE) -- DevvStream Holdings Inc. (“DevvStream” or the “Company”) (NEO: DESG) (OTC: DSTRF) (FSE: CQ0) and Focus Impact Acquisition Corp. (“Focus Impact” or “FIAC”) (NASDAQ: FIAC) today announced that they have entered into a definitive Business Combination Agreement (the “Business Combination Agreement”) for a business combination (the “Transaction” or the “Business Combination”).

Key Points: 
  • VANCOUVER, British Columbia, Sept. 13, 2023 (GLOBE NEWSWIRE) -- DevvStream Holdings Inc. (“DevvStream” or the “Company”) (NEO: DESG) (OTC: DSTRF) (FSE: CQ0) and Focus Impact Acquisition Corp. (“Focus Impact” or “FIAC”) (NASDAQ: FIAC) today announced that they have entered into a definitive Business Combination Agreement (the “Business Combination Agreement”) for a business combination (the “Transaction” or the “Business Combination”).
  • Focus Impact is a special purpose acquisition corporation focused on amplifying social impact through the pursuit of a merger or business combination with socially forward companies.
  • The Transaction is structured as an amalgamation of DevvStream into a wholly owned subsidiary of Focus Impact, following Focus Impact’s redomiciling as an Alberta company.
  • Focus Impact will be renamed DevvStream Corp. (the “Combined Company”) and continue the business of DevvStream following the amalgamation.

IDIS Co., Ltd. Announces the Closing of its Acquisition of Costar Technologies, Inc.

Retrieved on: 
Friday, August 18, 2023

COPPELL, Texas, Aug. 18, 2023 /PRNewswire/ -- IDIS Co., Ltd. ("IDIS") (143160:KOSDAQ) and Costar Technologies, Inc. ("Costar") (OTC Markets Group: CSTI) are pleased to announce that pursuant to the terms of the previously announced merger agreement signed March 23, 2023 (the "Merger Agreement") IDIS has acquired all of the common stock of Costar (the "Costar Shares").

Key Points: 
  • COPPELL, Texas, Aug. 18, 2023 /PRNewswire/ -- IDIS Co., Ltd. ("IDIS") (143160:KOSDAQ) and Costar Technologies, Inc. ("Costar") (OTC Markets Group: CSTI) are pleased to announce that pursuant to the terms of the previously announced merger agreement signed March 23, 2023 (the "Merger Agreement") IDIS has acquired all of the common stock of Costar (the "Costar Shares").
  • Following the acquisition, Costar will continue to operate as a wholly-owned subsidiary of IDIS.
  • After customary working capital adjustments and payment of indebtedness and transaction expenses, Costar stockholders will receive approximately $4.90 in cash for each Costar Share and the Costar Shares will be delisted from the OTC Markets Group.
  • With the acquisition of Costar, IDIS, the largest video surveillance manufacturer in South Korea, expands its global presence and further diversifies its product portfolio.

Neuberger Berman, Palos Capital and Fintech Ventures to Acquire IOU at C$0.22 per Share in an All-Cash Transaction

Retrieved on: 
Friday, July 14, 2023

Peter Sterling, head of Neuberger's Specialty Finance team, said "We are excited to expand our relationship with Robert and the entire IOU team.

Key Points: 
  • Peter Sterling, head of Neuberger's Specialty Finance team, said "We are excited to expand our relationship with Robert and the entire IOU team.
  • Philippe Marleau, the CEO of Palos, a founder of the Company, expressed "We are proud to continue participating in the success of IOU."
  • The Shares held by Palos and Fintech Ventures Fund that are not Rolling Shares will be disposed of pursuant to the Arrangement under the same terms as for the other IOU shareholders.
  • In connection with the Arrangement Agreement, on July 13, 2023, Palos IOU entered into a share exchange agreement (the "Share Exchange Agreement") with certain shareholders of the Company (collectively, the "Palos IOU Rolling Shareholders") whereby Palos IOU acquired from the Palos IOU Rolling Shareholders 14,321,575 Shares (including 240,433 Shares from Robert Gloer) at a price of $0.22 per Share in exchange for common shares in the capital of Palos IOU ("Palos IOU Shares") at a deemed price of C$0.22 per Palos IOU Share on a one-for-one basis (the "Acquisition").

Alpha Lithium Files Directors’ Circular Recommending Shareholders Reject Tecpetrol’s Hostile Stink Bid

Retrieved on: 
Friday, June 23, 2023

VANCOUVER, British Columbia, June 23, 2023 (GLOBE NEWSWIRE) -- Alpha Lithium Corporation (NEO: ALLI) (OTC: APHLF) (German WKN: A3CUW1) (“Alpha” or the “Company”) today announced that the Board of Directors of Alpha (the “Board”), based on the unanimous recommendation of the Special Committee of independent directors, recommends that Alpha shareholders REJECT the hostile offer (the “Hostile Offer”) from TechEnergy Lithium Canada Inc., a recently formed subsidiary of Tecpetrol Investments S.L. (“Tecpetrol”), for the common shares of Alpha (“Common Shares”). The Board unanimously determined that Tecpetrol’s Hostile Offer is not in the best interests of the Company or its shareholders.

Key Points: 
  • The Board unanimously determined that Tecpetrol’s Hostile Offer is not in the best interests of the Company or its shareholders.
  • The Board provides some context and several reasons to REJECT the inadequate and undervalued Hostile Offer in a Directors’ Circular (the “Circular”) filed today on SEDAR at www.sedar.com and available at www.ProtectAlphaLithium.com.
  • Shareholders are encouraged to visit the Company’s website for up-to-date information relating to the Hostile Bid.
  • For the reasons fully described in our Directors’ Circular, Alpha recommends that shareholders REJECT the undervalued and opportunistic Hostile Offer.

Alpha Lithium Advises Shareholders to TAKE NO ACTION on Tecpetrol’s Significantly Undervalued Takeover Bid

Retrieved on: 
Friday, June 9, 2023

VANCOUVER, British Columbia, June 09, 2023 (GLOBE NEWSWIRE) -- Alpha Lithium Corporation (NEO: ALLI) (OTC: APHLF) (German WKN: A3CUW1) (“Alpha Lithium” or the “Company”) announces that it has received an unsolicited takeover bid from TechEnergy Lithium Canada Inc., a subsidiary formed five days ago by the Spanish firm Tecpetrol Investments S.L. (“Tecpetrol”) (the “Tecpetrol Offer”).

Key Points: 
  • The Tecpetrol Offer appears to be a transparent attempt to frustrate an ongoing and robust competitive process, at a price significantly below precedent transactions.
  • Accordingly, Alpha Lithium urges shareholders to take no action and not to deposit any Alpha Lithium shares in relation to the Tecpetrol Offer.
  • Additionally, Alpha Lithium shareholders should not take any action on the Tecpetrol Offer until Alpha Lithium’s Special Committee and Board have had the opportunity to fully review the Tecpetrol Offer (including other possible alternatives) in detail and make a formal recommendation to shareholders.
  • Subsequently on June 2, 2023, Tecpetrol announced its intention of taking the same undervalued bid directly to shareholders via a formal takeover bid to be made by a Canadian subsidiary that did not then exist.

Northstar Announces Participation at the Inaugural 2023 Canadian Climate Investor Conference

Retrieved on: 
Tuesday, June 6, 2023

VANCOUVER, BC, June 6, 2023 /PRNewswire/ - Northstar Clean Technologies Inc. (TSXV: ROOF) (OTCQB: ROOOF) ("Northstar" or the "Company") is pleased to announce its participation, as a founding member, at the inaugural Canadian Climate Investor Conference, taking place on June 8, 2023, in-person at the Hyatt Regency Toronto, Ontario.

Key Points: 
  • VANCOUVER, BC, June 6, 2023 /PRNewswire/ - Northstar Clean Technologies Inc. (TSXV: ROOF) (OTCQB: ROOOF) ("Northstar" or the "Company") is pleased to announce its participation, as a founding member, at the inaugural Canadian Climate Investor Conference, taking place on June 8, 2023, in-person at the Hyatt Regency Toronto, Ontario.
  • Founding partner sponsors include the TMX Group, Canaccord Genuity, Integral Wealth Management, Water Tower Research and McMillan LLP.
  • Entry to the conference is free for investors and registration is required in advance.
  • To register for the 2023 Canadian Climate Investor Conference, please register here: