BRUIN POINT HELIUM CORP. ("BPX")
[formerly Karoo Exploration Corp. ("KE.H")]
BULLETIN TYPE: Reverse Takeover-Completed, Name Change and Consolidation, Private Placement-Non-Brokered, Resume Trading
BULLETIN DATE: December 8, 2017
TSX Venture Tier 2 Company
The common shares of the Company have been halted from trading since June 26, 2017, pending completion of a Reverse Take-Over ("RTO").
Reverse Takeover-Completed
The TSX Venture Exchange has accepted for filing the Company's Reverse Takeover ('RTO'), which includes the following transactions:
The RTO involves the arm's length Amalgamation between the Company and Bruin Point Energy Ltd. Pursuant to the Amalgamation, Bruin Point shareholders received 23,000,000 shares at a deemed price of $0.25 per share, on a post-consolidated basis.
6,678,333 common shares issued to Principals pursuant to the RTO will be subject to a Tier 2 Value Security Escrow Agreement to be released over a 36-month period upon completion of the RTO. In accordance with the Exchange's Seed Share Resale Restrictions, 14,121,667 common shares issued to non-Principals are legended in accordance with a Tier 2 Value Security Escrow Agreement release schedule to be released over a 36-month period upon completion of the RTO.
Insider / Pro Group Participation:
Insider=Y /
Name ProGroup=P # of Shares
Dylan Sidoo Y 2,683,333
Jordan Sidoo Y 2,683,333
Lawrence Pemble Y 680,000
Siden Investments Ltd.
(David Sidoo) Y 631,667
Name Change and Consolidation
Pursuant to a resolution passed by shareholders on March 27, 2017, the Company has consolidated its capital on a 13.5 old for 1 new basis. The name of the Company has also been changed to "Bruin Point Helium Corp."
Effective at the opening, Monday December 11, 2017, the common shares of Bruin Point Helium Corp. will commence trading on TSX Venture Exchange, and the common shares of Karoo Exploration Corp. will be delisted.
Private Placement-Non-Brokered
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement by Bruin Point announced July 21, 2017:
Number of Shares (post-consolidation): 13,110,000 shares
Purchase Price (post-consolidation): $0.25 per share
Number of Placees: 71 Placees
Insider / Pro Group Participation:
Insider=Y /
Name ProGroup=P # of Shares
DNG Capital Corp. (Nick DeMare) Y 50,000
Victoria Draper-Smith P 20,000
Finder's Fee (post-consolidation): Mackie Research Capital Corporation receives $87,500 cash.
Max Sali receives $81,725 cash.
For further information, please refer to the Company's Filing Statement dated November 20, 2017, which is filed on SEDAR.
The Company is classified as an 'Oil & Gas (Helium)' company.
Post - Consolidation
Capitalization: Unlimited shares with no par value of which
38,525,177 shares are issued and outstanding
Escrow: 20,800,000 common shares
Escrow Term: 3 year(s)
Transfer Agent: Computershare Investor Services Inc.
Trading Symbol: BPX (new)
CUSIP Number: 11680N 10 3 (new)
Resume trading
Effective at open of trading, Monday December 11, 2017 the shares of the Company resumed trading, an announcement having been made.
Company Contact: Lawrence Pemble
CFO, Chief Operating Officer and Corporate Secretary
Company Address: Suite 1305 - 1090 W. Georgia St.
Vancouver, BC V6E 3V7
Company Phone Number: 44 7943 372 723 (UK)
Company Email Address: lawrence@bruinpoint.com
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