GENESIS METALS CORP. ("GIS")
[formerly Entourage Metals Ltd. ("EMT");
TAWSHO MINING INC. ("TAW")]
BULLETIN TYPE: Name Change and Consolidation; Plan of Arrangement; Shares for Bonuses
BULLETIN DATE: March 1, 2016
TSX Venture Tier 2 Company
Name Change and Consolidation
Pursuant to a resolution passed by the directors of Genesis Metals Corp. (the "Company") (formerly Entourage Metals Ltd.) on November 24, 2015, the Company has consolidated its common share capital on a (1.5) one and a half old for (1) one new basis (the "Consolidation:"). The name of the Company has also been changed to "Genesis Metals Corp."
Effective at the opening on Wednesday, March 2, 2016, the common shares of the Company will commence trading on TSX Venture Exchange, under the symbol "GIS" and the common shares of Entourage Metals Ltd. will be delisted. The Company is classified as a 'Mineral Exploration/Development' company.
Plan of Arrangement
Pursuant to a special resolution passed by the shareholders of Tawsho Mining Inc. ("Tawsho") on February 23, 2016, the Company and Tawsho have completed a plan of arrangement under Part 9, Division 5 of the Business Corporations Act (British Columbia) pursuant to which the Company has acquired 100% of the issued and outstanding common shares of Tawsho (the "Plan of Arrangement").
The Plan of Arrangement was completed on Monday February 29, 2015 and has resulted in shareholders of Tawsho, on a post-consolidated basis, receiving approximately 0.2297 common shares of the Company for every 1 common share held in Tawsho, resulting in 8,166,666 common shares of the Company issued to Tawsho shareholders.
Post - Consolidation
Capitalization: Unlimited shares with no par value of which
18,655,831 shares are issued and outstanding
Escrow: Nil
Transfer Agent: Computershare Investor Services Inc.
Trading Symbol: GIS (new)
CUSIP Number: 37186Q100 (new)
Shares for Bonuses
TSX Venture Exchange has accepted for filing the Company's proposal to issue 633,333 bonus warrants at an exercise price of $0.1125 per share (on a post-consolidated basis) for 12 months in consideration of a $71,250 loan advanced to the Company.
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