PROPHECY PLATINUM CORP. ("NKL")
[formerly Pacific Coast Nickel Corp. ("NKL")]
BULLETIN TYPE: Reverse Takeover-Completed, Company Tier Reclassification, Name Change, Consolidation
BULLETIN DATE: June 17, 2011
TSX Venture Tier 2 Company
The TSX Venture Exchange has accepted for filing Pacific Coast Nickel Corp.'s (the "Company") Reverse Takeover ('RTO'), described in its joint information circular (the "Information Circular") dated April 28, 2011. The RTO includes the following matters, all of which have been accepted by the Exchange:
1. Reverse Takeover:
The Company has entered into an arrangement agreement (the "Agreement") dated March 30, 2011 between the Company and Prophecy Resource Corp. (TSXV:PCY) (the "Vendor"), pursuant to which the Company has agreed to purchase the Lynn Lake and Wellgreen nickel properties, together with $2,000,000 cash.
Consideration paid by the Company to the Vendor will be 450,000,000 common shares in the capital of the Company, of which 225,000,000 will be retained by the Vendor, and 225,000,000 will be distributed on a pro-rata basis to holders of the common shares of the Vendor on a fully diluted basis as of closing (including holders of common shares consequent upon exercise of options and warrants).
For further information on the RTO, please read the Company's Information Circular available on SEDAR.
Insider / Pro Group Participation: John Lee and Greg Hall, directors and/or members of management at both the Company and the Vendor will be receiving 9,586,170 and 1,229,520 common shares of the Company respectively as a result of the transaction.
The Exchange has been advised that the above transactions, approved by shareholders at the Company's annual and special meeting on May 31, 2011, have been completed.
In addition, the Exchange has accepted for filing the following:
2. Company Tier Reclassification:
In accordance with Policy 2.5, the Company has met the requirements for a Tier 1 company. Therefore, effective Monday, June 20, 2011, the Company's Tier classification will change from Tier 2 to Tier 1.
3. Name Change and Consolidation:
Pursuant to a resolution passed by shareholders on March 30, 2011, the Company has consolidated its capital on a ten old for one new basis. The name of the Company has also been changed as follows:
Effective at the opening Monday, June 20, 2011, the common shares of Prophecy Platinum Corp. will commence trading on TSX Venture Exchange, and the common shares of Pacific Coast Nickel Corp. will be delisted. The Company is classified as a 'Mineral Exploration' company.
Post - Consolidation
Capitalization: Unlimited common shares with no par value of which
50,603,484 common shares are issued and outstanding
Escrow: 24,013,159 common shares, 215,000 warrants and 237,500 options are subject to 18 month staged release escrow
Transfer Agent: Computershare Investor Services Inc.
Trading Symbol: NKL (UNCHANGED)
CUSIP Number: 74345Y 10 4 (new)
Company Contact: John Lee
Company Address: Suite 2060, 777 Hornby Street
Vancouver, BC V6Z 1T7
Company Phone Number: 800-362-7366
Company Fax Number: 604-642-2629
Company Email Address: info@prophecyplat.com
________________________________________
|
|
