Related party transaction

Premier Diversified Holdings Inc. Announces Cease Trade Order and Provides Update on the Proposed Acquisition of AJA Health and Wellness Ltd., Assured Diagnosis Inc., and AJA Therapeutics Inc.

Retrieved on: 
Monday, February 5, 2024

VANCOUVER, British Columbia, Feb. 05, 2024 (GLOBE NEWSWIRE) -- Premier Diversified Holdings Inc. ("PDH" or the "Company") (TSXV:PDH) announces that further to the press release dated January 18, 2024, whereby the Company announced the filing of an application seeking a management cease trade order (“MCTO”) from the British Columbia Securities Commission (“BCSC”) due to its inability to file its annual financial statements for the year ending September 30, 2023 including the related management’s discussion and analysis and certifications from the CEO and CFO (the “Annual Filings”), the BCSC will issue a cease trade order against PDH (the “CTO”).

Key Points: 
  • The Corporation continues to pursue the acquisitions of AJA Health and Wellness Ltd. ("AJA Health"), AJA Therapeutics Inc. ("ATI"), and Assured Diagnosis Inc. ("ADI", and together with PDH, AJA Health, and ATI, the "Parties").
  • The Acquisition, subject to certain conditions and applicable shareholder and regulatory approvals, will result in a reverse takeover of PDH.
  • There can be no assurance that the Acquisition will be completed as proposed or at all.
  • AJA Health and ADI are diligently working on having audits completed on their financial statements.

Spirit Blockchain Completes Debt Settlement and Shares for Services Transaction

Retrieved on: 
Friday, November 10, 2023

Vancouver, British Columbia, Nov. 10, 2023 (GLOBE NEWSWIRE) -- Spirit Blockchain Capital Inc. (CSE: SPIR) (the “Company” or “Spirit”) a leading digital asset investment firm‎, announces the following corporate updates:

Key Points: 
  • Vancouver, British Columbia, Nov. 10, 2023 (GLOBE NEWSWIRE) -- Spirit Blockchain Capital Inc. (CSE: SPIR) (the “Company” or “Spirit”) a leading digital asset investment firm‎, announces the following corporate updates:
    The Company has settled outstanding indebtedness (the “Debt Settlement”) of the Company in the aggregate amount of ‎$36,500.00 (the “Debt”), pursuant to the terms of a debt settlement agreement with an arm’s length creditor (the “Creditor”).
  • In settlement of the Debt, the Company has issued $18,250.00 in cash and an aggregate of ‎456,250‎ common shares in the capital of the Company (the “Common Shares”) to the Creditor at a price of $0.04 per Common Share.
  • The Company has also issued an aggregate of ‎1,025,000‎ Common Shares at a price of $0.05 per Common Share to certain directors of the Company (the “Shares for Services”) .
  • The Shares for Services have been issued in lieu of cash payments for services rendered pursuant to consulting agreements whereby these individuals provided various management services to the Company.

StorageVault to Acquire Four Locations for $75.7 Million

Retrieved on: 
Monday, November 6, 2023

TORONTO, Nov. 06, 2023 (GLOBE NEWSWIRE) -- STORAGEVAULT CANADA INC. (“StorageVault”) (SVI-TSX) has agreed to acquire four locations from four vendor groups (collectively, the “Vendors”) for an aggregate purchase price of $75,685,000, subject to customary adjustments (the “Acquisitions”).

Key Points: 
  • TORONTO, Nov. 06, 2023 (GLOBE NEWSWIRE) -- STORAGEVAULT CANADA INC. (“StorageVault”) (SVI-TSX) has agreed to acquire four locations from four vendor groups (collectively, the “Vendors”) for an aggregate purchase price of $75,685,000, subject to customary adjustments (the “Acquisitions”).
  • Three of the Acquisitions are arm’s length and one for $45,000,000 is a related party acquisition (the “Related Party Acquisition”) with Access Self Storage Inc. (“Access”) as the Vendor for that Acquisition.
  • As Access is a non-arm’s length party to StorageVault, the Related Party Acquisition is considered a “related party transaction” under MI 61-101 - “Protection of Minority Security Holders in Special Transactions” (“MI 61-101”).
  • No new insiders will be created, nor will any change of control occur, as a result of the ‎Acquisitions.

Galapagos concludes strategic evaluation and signs letter of intent to transfer Jyseleca® business to Alfasigma

Retrieved on: 
Monday, October 30, 2023

Galapagos will pay up to €40 million by June 2025 to Alfasigma for Jyseleca® related development activities.

Key Points: 
  • Galapagos will pay up to €40 million by June 2025 to Alfasigma for Jyseleca® related development activities.
  • “Today’s news is the result of a thoughtful, in-depth analysis, and represents the successful conclusion of the strategic evaluation process for Jyseleca®.
  • The acquisition of Galapagos' Jyseleca® business represents another important milestone in Alfasigma's international transformation and growth path and fits perfectly with our Company's core business areas.
  • It is the intention in the contemplated transaction between Galapagos and Alfasigma that the amended Filgotinib Agreement will be assigned by Galapagos to Alfasigma.

Positive Results Reinforce Potential Porphyry and Skarn Mineralization at Blanco and Tinto Zones, Auquis Project

Retrieved on: 
Wednesday, September 27, 2023

Robust Geochemical Signatures: The soil sampling results have unveiled robust anomalous geochemical signatures associated with both porphyry and skarn-style mineralization.

Key Points: 
  • Robust Geochemical Signatures: The soil sampling results have unveiled robust anomalous geochemical signatures associated with both porphyry and skarn-style mineralization.
  • Skarn Mineralization at Blanco Zone: The western part of the property, particularly the Blanco Zone, has yielded outcropping skarn mineralization with a prominent multi-element base metal signature.
  • Soil sampling results highlight robust anomalous geochemical signatures associated with mapped porphyry- and skarn-style mineralization (Figure 1).
  • Gridded soil / talus sample results from the Auquis project highlighting copper anomalies surrounding the Rose porphyry zone and zinc anomalies surrounding the Blanco skarn zone.

Premier Diversified Holdings Inc. Announces Letter of Intent for Acquisition of AJA Health and Wellness Ltd., Assured Diagnosis Inc., and AJA Therapeutics Inc.

Retrieved on: 
Thursday, September 21, 2023

VANCOUVER, British Columbia, Sept. 20, 2023 (GLOBE NEWSWIRE) -- Premier Diversified Holdings Inc. ("PDH" or the "Company") (TSXV: PDH) is pleased to announce it has entered into a non-binding letter of intent (the "LOI") among AJA Health and Wellness Ltd. ("AJA Health"), AJA Therapeutics Inc. ("ATI"), Assured Diagnosis Inc. ("ADI"), James Viccars, Elizabeth Bryant Viccars and Deluxe Holdings Inc. ("DHI"), dated September 20, 2023, 2023 (the "Letter of Intent"), pursuant to which, subject to regulatory approval including that of the TSX Venture Exchange (the "Exchange"), PDH intends to acquire (the “AJA Health Acquisition”) all of the issued and outstanding class A common shares (“AJA Class A Shares”) and series 2 preferred shares of AJA Health (“AJA Preferred Shares” and together with the AJA Class A Shares, the “AJA Shares”) and the issued and outstanding shares (the “ADI Shares”) of ADI (the “ADI Acquisition”) by way of share exchange, three-cornered amalgamation or other similar form of transaction, and to acquire all of the shares held by James Viccars, Elizabeth Bryant Viccars and DHI in the capital of ATI in exchange for shares of PDH (the “ATI Share Purchase” and together with the AJA Health Acquisition and the ADI Acquisition, the "Acquisition"). The final structure of the Acquisition is subject to receipt of tax, corporate and securities law advice.

Key Points: 
  • AJA Health and Wellness Ltd.
    AJA Health was incorporated on February 18, 2015 in Alberta under the name MyCare MedTech Inc.
  • AJA Health anticipates completing a private placement of up to 12,500,000 AJA Class A Shares prior to closing of the Acquisition.
  • PDH currently owns 6,015,382 AJA Preferred Shares and 5,144,000 AJA Class A Shares for a total of 11,159,382 AJA Shares and will have 11,278,180 AJA Shares upon the debt settlement with AJA Health which will occur prior to closing of the Acquisition.
  • AJA Health owns 25,000,000 ATI Shares and Each of Jim Viccars, Elizabeth Bryant Viccars and DHI own 500,000 ATI Shares.

Closing of Debt Financing

Retrieved on: 
Friday, September 1, 2023

“I am pleased to announce the successful closing of our debt funding package.

Key Points: 
  • “I am pleased to announce the successful closing of our debt funding package.
  • I would like to extend my thanks to our investors and debt funding partners.
  • We are working with a highly qualified team of professionals as we accelerate our progression to trial mining activities.
  • As such, the elements of the debt financing with Fossar (US$1.0 million off the Senior Debt Term Loans), Livermore Partners LLC (US$2.4 million of the Convertible Notes), and ECAM LP (US$16.0 million of the Convertible Notes) constitute Related Party Transactions in accordance with AIM Rule 13.

Latin Metals Provides Update on Strategic Milestones and Investment for 2023

Retrieved on: 
Thursday, August 24, 2023

VANCOUVER, British Columbia, Aug. 24, 2023 (GLOBE NEWSWIRE) -- Latin Metals Inc. ("Latin Metals" or the "Company") - (TSXV: LMS, OTCQB: LMSQF), a leading exploration company focused on mineral discoveries, is pleased to announce significant achievements under its ongoing investor-focused strategy.

Key Points: 
  • VANCOUVER, British Columbia, Aug. 24, 2023 (GLOBE NEWSWIRE) -- Latin Metals Inc. ("Latin Metals" or the "Company") - (TSXV: LMS, OTCQB: LMSQF), a leading exploration company focused on mineral discoveries, is pleased to announce significant achievements under its ongoing investor-focused strategy.
  • "Our strategic collaborations with mining industry leaders have brought significant investments this year while ensuring minimal equity dilution," commented Keith Henderson, the Company's CEO.
  • Latin Metals' option partners have submitted drill permit applications for three projects in Argentina.
  • Following receipt of permits, the initiation of drill programs will mark key milestones as Latin Metals' partners explore the potential of the Company's diversified portfolio.

Consolidated Lithium Acquires Additional Lithium Mining Concessions in Quebec and Upsizes Flow-Through Financing

Retrieved on: 
Friday, July 21, 2023

No finder fees are payable in connection with, and no change of control of CLM will result from, the Acquisition.

Key Points: 
  • No finder fees are payable in connection with, and no change of control of CLM will result from, the Acquisition.
  • Completion of the Acquisition remains subject to final approval of the TSX Venture Exchange (“TSXV”).
  • The Company continues to intend to use the proceeds of the upsized Offering to fund exploration expenses on its Baillarge lithium mining property.
  • Completion of the Offering (including the first tranche, second tranche, and any future tranche) is subject to receipt of final approval of the TSXV.

RevoluGROUP Canada Inc. Announces Shares for Debt Transaction

Retrieved on: 
Thursday, July 20, 2023

Vancouver, BC, July 20, 2023 (GLOBE NEWSWIRE) -- RevoluGROUP Canada Inc. (TSX-V: REVO ), (Frankfurt: IJA2 ), (Munich: A2PU92 ) (the "Company") announces that executive management has today signed a corporate resolution in which the Company plans to settle and extinguish $164,536.15 of the Company’s outstanding debt (the "Debt") through the issuance of common shares of the Company ("Common Shares").

Key Points: 
  • Vancouver, BC, July 20, 2023 (GLOBE NEWSWIRE) -- RevoluGROUP Canada Inc. (TSX-V: REVO ), (Frankfurt: IJA2 ), (Munich: A2PU92 ) (the "Company") announces that executive management has today signed a corporate resolution in which the Company plans to settle and extinguish $164,536.15 of the Company’s outstanding debt (the "Debt") through the issuance of common shares of the Company ("Common Shares").
  • In accordance with the settlement of Debt (the "Debt Settlement"), the Company intends to issue 2,056,702 Common Shares at a deemed price of $0.08 per Common Share to four creditors of the Company.
  • The Company wishes to settle and extinguish the Debt through the issuance of Common Shares to preserve cash and improve the Company's balance sheet.
  • The Debt Settlement involves the issuance of a combined 2,056,702 Common Shares to certain directors and officers (collectively, the "Related Parties").