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Entheon Announces Execution of Business Combination Agreement with Nutravisor
TMX Newsfile· 2026-01-19 22:28
Core Viewpoint - Entheon Biomedical Corp. has entered into a definitive business combination agreement with Nutravisor Inc., which will result in a reverse takeover of Entheon by Nutravisor and a name change to "STRYK Brands Inc." upon closing of the transaction [1][2][6]. Business Combination Agreement - The business combination will be structured as a "three-cornered amalgamation" involving Entheon, a wholly-owned subsidiary (Subco), and Nutravisor [5]. - The transaction values Nutravisor at a deemed value of $40 million, leading to the issuance of approximately 53,333,333 post-consolidation Entheon Shares to Nutravisor shareholders [5]. - Each Nutravisor shareholder will receive 4.2395 post-consolidation Entheon Shares for each Nutravisor Share held, based on the agreed exchange ratio [5][6]. Financing and Share Consolidation - Nutravisor plans to complete equity financings for gross proceeds of not less than $4 million and up to $10 million [5]. - Entheon will consolidate its shares on a basis of one post-consolidation share for every 6.93 pre-consolidation shares [5]. Regulatory and Approval Process - The completion of the proposed transaction is subject to various conditions, including obtaining conditional approval to list the resulting issuer's shares on the Canadian Securities Exchange (CSE) [3][6]. - Entheon will file a Form 2A Listing Statement with the CSE as part of the process [3]. Shareholder Meeting - An annual general and special meeting of Entheon shareholders will be held to approve the proposed transaction, with the meeting anticipated in March 2026 [10][11]. Management of Resulting Issuer - The board of directors and executive team of the resulting issuer will include a minimum of three directors, with Max Krangle as Chief Executive Officer [12].
Core Nickel Corp. Announces Appointment of CFO
Newsfile· 2025-12-08 10:00
Core Points - Core Nickel Corp. has appointed Carmelo Marrelli as the new Chief Financial Officer, effective immediately, following the resignation of Harry Chan [1][3] - The company is in the process of completing a reverse takeover with Arizona Copper and Gold Ltd., which will result in the company being renamed "Arizona Eagle Mining Corp." [3][4] - Upon completion of the transaction, the company will own 100% of ACG's Eagle Project, which includes the historic McCabe Gold Mine, estimated to contain 878,000 ounces of gold and 5 million ounces of silver [4][5] Company Background - Core Nickel is a junior nickel exploration company that controls five projects in the Thompson Nickel Belt in Northern Manitoba, Canada, focusing on discovering economic magmatic nickel-sulphide deposits [7]
Genor Biopharma Holdings Limited(H0199) - PHIP (1st submission)
2025-12-02 16:00
The Stock Exchange of Hong Kong Limited and the Securities and Futures Commission take no responsibility for the contents of this Post Hearing Information Pack, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Post Hearing Information Pack. Post Hearing Information Pack of GENOR BIOPHARMA HOLDINGS LIMITED 嘉和生物藥業 (開 曼 )控股有限公司 (the "Company") (Incorpora ...
Tiernan Gold Corp. Announces Closing of Previously Announced Subscription Receipt Financing and Update to Proposed Qualifying Transaction
Newsfile· 2025-11-18 14:11
Core Points - Tiernan Gold Corp. has successfully closed its brokered private placement of subscription receipts, raising a total of C$58,351,000 through the issuance of 11,670,200 subscription receipts [1][5][9] - The financing is part of a proposed reverse takeover of Railtown Capital Corp., which will result in the combined entity being named Tiernan Gold Corp. and focusing on the Volcan gold project in Chile [2][10] - The subscription receipts will convert into common shares and warrants upon meeting certain escrow release conditions [5][10] Offering Details - The subscription receipts were priced at C$5.00 each, with gross proceeds including C$40,000,000 from a Treasury Offering and C$18,351,000 from a Secondary Offering [5][9] - The offering was managed by Canaccord Genuity Corp. as the sole bookrunner, along with BMO Capital Markets and other agents [4] - A cash commission of 6.0% of the gross proceeds will be paid to the agents, amounting to C$3,017,460, which is held in escrow [11] Project and Use of Proceeds - The net proceeds from the Treasury Offering will be utilized to advance the Volcan Project, cover transaction-related expenses, repay inter-company debt, and for general corporate purposes [9] - The Volcan Project is strategically located in the Maricunga gold belt in Chile, an area known for its mining history [18] Shareholder Meeting Update - Railtown held its annual general and special meeting on November 12, 2025, with 38.71% of shares represented, and all resolutions were passed [12]
Genor Biopharma Holdings Limited(H0199) - Application Proof (1st submission)
2025-11-13 16:00
The publication of this Application Proof is required by The Stock Exchange of Hong Kong Limited (the "Stock Exchange") and the Securities and Futures Commission (the "Commission") solely for the purpose of providing information to the public in Hong Kong. This Application Proof is in draft form. The information contained in it is incomplete and is subject to change which can be material. By viewing this document, you acknowledge, accept and agree with the Company, its joint sponsors or advisers that: GENOR ...
Arizona Copper and Gold Inc. and Core Nickel Corp. Announce Launch of Brokered Financing of up to $10 Million
Newsfile· 2025-10-02 15:28
Core Viewpoint - Arizona Copper and Gold Inc. (ACG) is launching a brokered private placement of subscription receipts for gross proceeds of up to $10 million in connection with a proposed reverse takeover of Core Nickel Corp. [1][2] Offering Details - The Offering will be a best-efforts private placement at a price of $1.50 per Subscription Receipt, with an option for agents to offer an additional $1.5 million, potentially raising total gross proceeds to $11.5 million [2]. - Each Subscription Receipt will convert into one ACG Unit, consisting of one common share and one-half of one purchase warrant, upon satisfaction of certain conditions [3]. - The exercise price for each ACG Warrant is set at $2.00 per share, valid for two years from the Offering's closing date [3]. Financial Arrangements - ACG will pay agents a cash fee of 6.0% of the gross proceeds from the sale of Subscription Receipts, with half paid at closing and the remainder held in escrow [4]. - Agents will also receive broker warrants equal to 6.0% of the number of Subscription Receipts sold [6]. Closing Timeline - The Offering is expected to close around November 13, 2025, with proceeds held in escrow pending the satisfaction of release conditions [7]. Use of Proceeds - The net proceeds from the Offering are intended to fund exploration activities and for working capital and general corporate purposes by the Resulting Issuer [8]. Regulatory Compliance - The Subscription Receipts will be offered to investors in Canada, the United States under exemptions, and in other jurisdictions in compliance with applicable laws [9].
Cora Capital Corp. Announces Letter of Intent In Respect of Reverse Takeover of Tiger Financial Corporation
Thenewswire· 2025-08-19 21:00
Core Viewpoint - Cora Capital Corp. and Tiger Financial Corporation have entered into a non-binding letter of intent for a reverse takeover, with Cora expected to acquire all issued and outstanding securities of Tiger in exchange for Cora's securities, leading to a public listing on the Canadian Securities Exchange [1][2][4]. Company Overview - Tiger Financial is a fintech and digital banking company focused on providing AI-powered banking, payments, and lending solutions to small businesses in Southeast Asia, particularly Vietnam, with plans to expand into other markets [3]. - The company is led by Ben Aissa, who has over 20 years of experience in building financial technology ventures globally [3]. Transaction Details - The transaction involves Cora acquiring all securities of Tiger, making Tiger a wholly owned subsidiary of Cora, with an anticipated completion date around November 28, 2025 [4][21]. - Upon closing, Tiger shareholders will receive 28,500,000 common shares of Cora, representing 54.7% of the issued shares post-transaction [5][21]. Financing Plans - Cora plans to conduct a private placement financing to raise C$1.15 million by issuing 4,600,000 common shares at C$0.25 each, with Tiger shareholders expected to subscribe for C$150,000 [7]. - A concurrent private placement of 6,600,000 special warrants is also planned, aiming to raise approximately C$3.3 million [10][11]. Conditions and Milestones - The completion of the transaction is contingent upon various conditions, including regulatory approvals and the successful closing of the Bridge Financing and Concurrent Financing [20]. - Tiger shareholders may receive additional shares based on performance milestones, such as expanding operations into new Southeast Asian countries and achieving revenue targets [15][17]. Leadership and Governance - The Resulting Issuer will have a board of directors comprising members from both Cora and Tiger, with Ben Aissa serving as CEO [25][26]. - The leadership team includes experienced professionals with backgrounds in fintech, capital markets, and corporate governance [28][30][31]. Market Position and Strategy - The Resulting Issuer aims to leverage its position in the rapidly growing Southeast Asian market, targeting over 62 million under-banked small businesses [3]. - The strategic focus will be on enhancing its AI-powered digital banking platform and expanding into new markets to accelerate growth [33].