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Seahawk Announces Definitive Agreements for Proposed Acquisition of Arizona and New Mexico Property Portfolio
TMX Newsfile· 2026-02-23 17:08
Core Viewpoint - Seahawk Ventures Inc. has entered into two binding share exchange agreements to acquire two private companies, which will allow it to reactivate as an exploration issuer and constitute a "Fundamental Change" under Canadian Securities Exchange policies [1][7]. Group 1: Transaction Details - Seahawk will acquire all issued and outstanding shares of Sunridge Gold Corp. (SRG) and Sunridge Mining Corp. (SRGM) in exchange for 5,000,000 and 25,000,000 common shares respectively, each valued at $0.35 [4][5]. - The acquisition includes a portfolio of four mineral properties located in Arizona and New Mexico, which are gold, silver, zinc, and copper exploration properties [1][18]. - The completion of the transactions is anticipated by June 30, 2026, subject to various conditions [2][10]. Group 2: Financing and Conditions - Seahawk plans to raise $2,500,000 through a non-brokered financing of subscription receipts at a price of $0.35 each [11]. - The proceeds from the financing will be used for exploration activities on US Co's mineral properties and general working capital [14]. - The transactions require shareholder approval and are subject to standard conditions, including due diligence and regulatory approvals [10][26]. Group 3: Corporate Structure and Management - Upon completion of the transactions, SRG, SRGM, and US Co will become wholly-owned subsidiaries of the resulting issuer [7]. - Current directors and management of Seahawk are expected to remain in place, with SRG having the right to nominate two additional board members [16][9]. - The company intends to change its name to "Seahawk Gold Corp" concurrently with the transactions [8].