Blackrock Metals Inc. completed the acquisition of Strategic Resources Inc. (TSXV:SR) from Aurion Resources Ltd. (TSXV:AU) and others in a reverse merger transaction.
The Transaction is subject to various closing conditions including approval of shareholders of Strategic, resignations from each of the directors of Strategic, contracts of employment, certain regulatory approvals, including clearance under the Competition Act (Canada), execution of the Escrow Agreement, completion of the Offering and approval of the TSXV. The Transaction has been approved by the board of directors of both BlackRock and Strategic. As of January 23, 2023, Strategic has closed its CAD 500,000 convertible note (the "Notes") financing and also received conditional approval from the TSX Venture Exchange for the issuance of CAD 13.5 million of subscription receipts. As of February 28, 2023, Strategic has closed its first tranche of the CAD 13.5 million subscription receipts. As of March 21, 2023, the TSXV has conditionally accepted the transactions. As of March 27, 2023, closing of the acquisition and related matters is expected to occur on or about March 31, 2023.
Cormark Securities Inc. acted as fairness opinion provider to Strategic. Jeff Lightfoot of Owen Bird Law Corporation acted as legal advisor to Strategic. Charles Spector of Dentons Canada LLP acted as legal advisor to BlackRock. Steve Malas of Norton Rose Fulbright Canada LLP acted as legal advisor to Investissement Québec. Michael Pickersgill of Torys LLP acted as legal advisor to OMF Fund II H. Ltd. TSX Trust Company acted as transfer agent and registrar to Strategic Resources Inc.
Blackrock Metals Inc. completed the acquisition of Strategic Resources Inc. (TSXV:SR) from Aurion Resources Ltd. (TSXV:AU) and others in a reverse merger transaction on March 31, 2023. Strategic issued a total of 2,256,609 restricted share units (RSUs) to replace outstanding BlackRock RSUs. Strategic received the consent of its shareholders to the acquisition of BlackRock, by way of consent resolution signed by shareholders holding 67.93% of the outstanding shares of Strategic. Strategic's head office and principal place of business has been relocated to the Province of Quebec. Shares issued under the Transaction are subject to a TSXV value escrow, to be released as to 10% on receipt of final TSXV approval, and an additional 15% every six months thereafter over 36 months.