AARDVARK 2 CAPITAL CORP. Nuvau Minerals Corp entered into letter of intent to acquire Aardvark 2 Capital Corp. (TSXV:ACCB.P) for CAD 1.3 million in a reverse merger transaction on June 13, 2024. The Amalgamation is expected to result in the issuance, to each shareholder of Nuvau, of one (1) Post-Consolidation Common Share (as defined below) for each one (1) Nuvau Share held by such holder immediately prior to the closing of the Qualifying Transaction.
The issuer is expected to carry on the current business of Nuvau under the name "Nuvau Minerals Corp." or such other name as may be determined. As will be further set out in the Proposed Definitive Agreement, the Company is expected to, prior to the Closing, (i) effect a consolidation of its outstanding common shares on the basis of not less than six (6) pre-consolidation Common Shares for every one (1) post-consolidation Common Share. Nuvau intends that the board of directors of the Resulting Issuer will include Peter Van Alphen, Ewan Downie, Michael Vitton, Fariah Mir and Steven Bowles.
It is expected that Peter Van Alphen will serve as Chief Executive Officer and that Steve Filipovic will serve as Chief Financial Officer of the Resulting Issuer. The completion of the Qualifying Transaction will be subject to the entry into of the Proposed Definitive Agreement as well as a number of terms and conditions to be set forth in the Proposed Definitive Agreement, including, among other things (i) there being no material adverse change in respect of either of the Parties, (ii) the receipt of all necessary consents, orders and regulatory and shareholder approvals, including the conditional approval of the TSXV, subject only to customary conditions of closing, (iii) the completion of the Consolidation, Name Change, Special Warrant Financing and/or the Concurrent Financing, and (iv) such other customary conditions of closing for a transaction in the nature of the Qualifying Transaction.
