GOLDSOURCE MINES INC. ("GXS")
EAGLE MOUNTAIN GOLD CORP. ("Z")]
BULLETIN TYPE: Amalgamation, Non-brokered-Private Placement, Delist
BULLETIN DATE: March 4, 2014
TSX Venture Tier 2 Companies
Amalgamation
Goldsource Mines Inc. ("Goldsource") and Eagle Mountain Gold Corp. ("Eagle Mountain") have completed a business combination by way of an amalgamation between Eagle Mountain and 0987687 B.C. Ltd. (Goldsource's wholly-owned subsidiary).
1. Pursuant to the amalgamation, the holders of common shares of Eagle Mountain will be entitled to receive 0.52763 of a common share of Goldsource for each Eagle Mountain common share held, with any fractional interest resulting from such exchange being rounded up or down to the next greater or lesser whole number of common shares of Goldsource.
2. The holders of warrants to purchase Eagle Mountain common shares ("Eagle Mountain Warrants") will be entitled to purchase Goldsource common shares on the basis of 0.52763 Goldsource common share for every one (1) Eagle Mountain common share for which the Eagle Mountain Warrants were granted at an exercise price per Goldsource common share equal to the exercise price per Eagle Mountain common share divided by 0.52763 and with the same term as specified in the Eagle Mountain Warrant.
3. The holders of options to purchase Eagle Mountain common shares ("Eagle Mountain Options") will be entitled to purchase Goldsource common shares on the basis of 0.52763 Goldsource common share for every one (1) Eagle Mountain common share for which the Eagle Mountain Options were granted at an exercise price per Goldsource common share equal to the exercise price per Eagle Mountain common share divided by 0.52763 and with the same term as specified in the Eagle Mountain Option.
Private Placement
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced February 3, 2014:
Number of Shares: 17,142,858 shares
Purchase Price: $0.14 per share
Warrants: 8,571,417 share purchase warrants to purchase 8,571,417 shares
Warrant Exercise Price: $0.20 for a three year period
Number of Placees: 40 placees
Insider / Pro Group Participation:
Insider=Y /
Name ProGroup=P # of Shares
Jonathan Dubois Phillips Y 450,000
Aggregate Pro Group Involvement P 175,000
[1 placee]
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company must issue a news release announcing the closing of the private placement and setting out the expiry dates of the hold period(s). The Company must also issue a news release if the private placement does not close promptly. Note that in certain circumstances the Exchange may later extend the expiry date of the warrants, if they are less than the maximum permitted term.
Delist
Effective at the opening, Wednesday, March 5, 2014, the common shares of Eagle Mountain will be delisted. Goldsource Mines Inc. is classified as a 'Tier 2 Mineral Exploration' company.
Post - Amalgamation
Capitalization: Unlimited common shares with no par value of which
75,490,316 common shares are issued and outstanding
Escrowed: NIL common shares
Transfer Agent: Computershare Trust Company of Canada
Trading Symbol: GXS (UNCHANGED)
CUSIP Number: 38153U108 (UNCHANGED)
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