BULLMAN MINERALS INC. ("BUL")
[formerly Bullman Ventures Inc. ("BUL.P")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Property-Asset or Share Purchase Agreement, Private Placement-Brokered, Private Placement-Non- Brokered, Name Change, Reinstated for Trading
BULLETIN DATE: July 16, 2013
TSX Venture Tier 2 Company
TSX Venture Exchange Inc. (the "Exchange") has accepted for filing Bullman Minerals Inc's (formerly Bullman Ventures Inc.) (the "Company") Qualifying Transaction described in its management information circular (the "Information Circular") dated June 5, 2013. As a result, effective at the opening on Wednesday, July 17, 2013, the trading symbol for the Company will change from BUL.P to BUL and the Company will no longer be considered a Capital Pool Company. The Qualifying Transaction includes the following matters, all of which have been accepted by the Exchange.
Acquisition of Birimian Gold AS:
The Company entered into a definitive agreement (the "Definitive Share Exchange Agreement") dated as of December 28, 2012, as amended April 11, 2013 and May 16, 2013, with Douro Gold AS ("Douro"), Goldsea Investment Group Co., Ltd. ("Goldsea") (collectively, Douro and Goldsea are referred to as the "Birimian Shareholders") and Birimian Gold AS ("Birimian"), whereby the Company agreed to acquire all of the issued and outstanding shares of Birimian from the Birimian Shareholders in exchange for 23 million common shares of the Company at a deemed price of $0.20 per share and US$1 million in cash.
Birimian owns Guinean Gold Exploration sarl, a private company incorporated under the laws of the Republic of Guinea, and Guinean Birimian Gold sarl, a private company incorporated under the laws of the Republic of Guinea, which hold exploration licenses to two separate land tenement packages referred to as the Siguiri Property and the Balandougouba Property. Both properties are in the Kankan administrative region of the Republic of Guinea, West Africa. The Siguiri Property is comprised of three exploration permits collectively covering 24,800 hectares and is 830 km northeast of Conakry the capital of Guinea. The Siguiri Property is split into two blocks, a North Block comprised of two permits and a South Block comprised of a single permit; the town of Siguiri lies between these two blocks. The Balandougouba Property is comprised of three contiguous exploration permits forming a single block that covers 26,500 hectares located 900 km northeast of Conakry and sits adjacent to the border with Mali.
The Exchange has been advised that minority shareholder approval of the above transaction was received at a meeting of shareholders held on July 4, 2013 and that the above transaction has been completed. The full particulars of the Company's Qualifying Transaction are set forth in the Information Circular, which has been accepted for filing by the Exchange and which is available under the Company's profile on SEDAR.
Private Placement - Brokered:
TSX Venture Exchange has accepted for filing documentation with respect to a Private Placement announced March 18, 2013. The Private Placement was completed in Delta and the securities were converted into the following securities of the Company pursuant to the Transaction:
Number of Shares: 8,255,000
Purchase Price: $0.20
Warrants: 8,255,000 share purchase warrants to purchase 8,255,000 common shares
Warrant Exercise Price: Warrants are exercisable at $0.60 for a period of twenty-four months from closing of the private placement.
Number of Placees: 2 placees
Insider / Pro Group Participation: Nil
Agents' Fees: Canaccord Genuity Corp. received a cash commission of $52,500, 262,500 agent's warrants which entitle the holder to purchase common shares of the Company at a price of $0.40 for a period of two years from closing of the private placement and 125,000 units where each unit is comprised of one common share and one share purchase warrants entitling the holder to purchase an additional common shares at a price of $0.40 for a period of two years from closing of the private placement.
Private Placement - Non-Brokered:
TSX Venture Exchange has accepted for filing documentation with respect to a Private Placement announced January 31, 2013 and April 28, 2013:
Number of Shares: 16,745,000
Purchase Price: $0.20
Warrants: 16,745,000 common share purchase warrants to acquire 16,745,000 common shares exercisable for a period of two years.
Warrant Exercise Price: $0.60
Number of Placees: 5 placees
Insider / Pro Group Participation:
Insider=Y /
Name ProGroup=P / # of Shares
Goldsea Investment Group Co. Ltd, (Ouyang Yong) Y 4,000,000
Name Change:
Pursuant to a resolution passed by directors on July 4, 2013, the Company has changed its name to Bullman Minerals Inc. There is no share consolidation.
Effective at the opening on Wednesday, July 17, 2013, the common shares of Bullman Minerals Inc. will commence trading on TSX Venture Exchange Inc., and the common shares of Bullman Ventures Inc. will be delisted.
Capitalization: Unlimited shares with no par value of which
54,265,000 shares are issued and outstanding
Escrow: 9,000,000 shares are subject to a 36 month staged release escrow under Tier 1 Value Security Escrow Agreement
18,000,000 shares are subject to a 36 month staged release escrow under Tier 2 Value Security Escrow Agreement
Transfer Agent: Computershare Investor Services Inc.
Trading Symbol: BUL (NEW)
CUSIP Number: 120293 10 5 (NEW)
The Company is classified as a 'Mineral Exploration' company.
Reinstated to Trading:
Effective at the opening, Wednesday, July 17, 2013, trading in the shares of the Company will be reinstated.
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