Serra Energy Announces Concurrent Financing with ROV Transaction RTO

Core Viewpoint - Serra Energy Metals Corp. is undergoing a significant internal reorganization and amalgamation with ROV Investment Partners Corp. and a subsidiary, which will lead to a reverse takeover and the establishment of a new entity focused on a digital healthcare platform [2][3]. Group 1: Transaction Details - The amalgamation involves acquiring all issued and outstanding securities of ROV, resulting in a reverse takeover by ROV's shareholders [2]. - The primary business of the resulting entity will be UBERDOC, Inc., which operates a digital platform for direct-pay access to medical professionals [2]. - The private placement aims to raise a minimum of $3,500,000 through the sale of at least 10,000,000 subscription receipts at a price of $0.35 each [3]. Group 2: Financial Structure - Each subscription receipt will convert into one unit of ROV upon meeting certain conditions, with each unit consisting of one common share and half a warrant of the resulting issuer [3]. - The resulting issuer warrants will be exercisable into one common share at an exercise price of $0.50 for two years following issuance [3]. - Current shareholders of the company are expected to own approximately 10.3% of the outstanding shares of the resulting issuer upon closing of the transaction [4]. Group 3: Use of Proceeds - The gross proceeds from the private placement will be held in escrow and are intended to advance business milestones and for working capital purposes following the transaction's completion [5]. Group 4: Compensation and Fees - ROV will pay a cash commission of $245,000 and issue 700,000 broker warrants to the agent involved in the private placement [6]. Group 5: Company Overview - Serra Energy Metals Corp. is publicly traded on the Canadian Securities Exchange and focuses on the acquisition, exploration, and development of green metal projects [7].