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Goldhaven Resources Corp (3)
Symbol GOH
Shares Issued 14,950,113
Close 2024-12-16 C$ 0.19
Market Cap C$ 2,840,521
Recent Sedar Documents

Goldhaven clarifies share issuance to Boa

2024-12-16 20:41 ET - News Release

Mr. Bonn Smith reports

GOLDHAVEN CLARIFIES SECURITIES ISSUABLE TO BOA GOLD CORP. SHAREHOLDERS

Further to the execution of Goldhaven Resources Corp.'s amalgamation agreement dated Dec. 16, 2024, among Boa Gold Corp., Goldhaven and 1516478 B.C. Ltd. (Subco), a wholly owned subsidiary of Goldhaven, pursuant to which Goldhaven and Boa will combine their respective business by amalgamating Boa with Subco to form one company (amalco, and collectively, the transaction). Once the transaction is effective, amalco will become a wholly owned subsidiary of Goldhaven, all in the manner and subject to the terms and conditions of the amalgamation agreement.

Pursuant to the amalgamation agreement, Goldhaven will issue units to the shareholders of Boa in exchange for their common shares of Boa outstanding at the closing, on a two-Boa-share-for-one-Goldhaven-unit basis. As of the date hereof, there are a total of 11,520,048 Boa shares issued and outstanding, such that Goldhaven would issue a total of 5,760,024 Goldhaven units to the Boa shareholders upon closing of the transaction.

Each Goldhaven unit will consist of one common share in the capital of Goldhaven and one common share purchase warrant, with each Goldhaven unit warrant exercisable to purchase one common share of Goldhaven at a price of 25 cents per Goldhaven unit warrant share for a period of 24 months from the closing date.

The transaction is subject to the policies of the Canadian Securities Exchange (CSE), the passing of a special resolution approving the transaction at a special meeting of the Boa shareholders and other customary closing conditions. The company expects that the transaction will be completed in Q1 2025. Fifty per cent of the Goldhaven unit shares will be restricted from resale for a period of four months from completion of the transaction, while the remaining 50 per cent will be restricted from resale for a period of six months from completion of the transaction. The Goldhaven unit warrants (and any Goldhaven unit warrant shares issued on exercise thereof) will be subject to resale restrictions expiring as to 25 per cent on the closing date, and an additional 25 per cent on each of the first three monthly anniversaries of the closing date.

About Goldhaven Resources Corp.

Goldhaven Resources is a Canadian junior exploration company focused on acquiring and exploring highly prospective land packages in North America. The company's projects include the flagship Magno project, a district-scale polymetallic property adjacent to the historic Cassiar mining district in British Columbia, and the Three Guardsman project, which exhibits significant potential for copper and gold-skarn mineralization.

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