RNG Development and Clean Energy Assets of Wolverine Energy and Infrastructure Inc. entered into an amalgamation and arrangement agreement to acquire Blackheath Resources Inc. for CAD 53.9 million in a reverse merger transaction.
The initial members of the Board of Directors of GIP following completion of the transaction will be selected by Wolverine and management of Green Impact Partners will include Jesse Douglas, the current President and Chief Executive Officer of Wolverine. The current directors and officers of Blackheath shall resign on completion of the transaction. The Board of Directors of Green Impact Partners is expected to be fixed at five directors on completion of the transaction, or as soon as practicable thereafter. Post completion of the transaction the Board of Directors are expected to consist of Geeta Sankappanavar as Chair of the Board of Directors and Alicia Dubois, Bruce A. Chan, Jeff D. Hunter as board members. The Executive Management is expected to have Jesse Douglas as President, Chief Executive Officer & Proposed Director, John Paul Smith as Secretary and Kathy Bolton as Chief Financial Officer.
The Transaction is subject to Receipt of all necessary regulatory and third-party consents, authorizations and approvals, including the approval of 66-2/3% of the votes cast by the Wolverine shareholders present in person or by proxy at a meeting of Wolverine shareholders to be called to approve the Plan of Arrangement, completion of the Consolidation and the Concurrent Financing and satisfaction of the escrow release conditions for the Concurrent Financing and completion of satisfactory due diligence by each of Wolverine and Blackheath, approval of the transaction by the Court of Queen's Bench of Alberta, Wolverine Shareholders holding not greater than 5% of the outstanding Wolverine Shares shall have exercised Dissent Rights in connection with the transaction, the Transition Services Agreement shall have been entered into by Blackheath and Wolverine. The special meeting Wolverine Energy and Infrastructure Inc. will be held on April 26, 2021 to approve the merger. As of April 26,2021, Wolverine Energy shareholders approved the transaction. As of April 30, 2021, Wolverine Energy and Infrastructure have received of final court approval on the plan of mergers. As of May 21, 2021, Blackheath received conditional approval from the TSX Venture Exchange. The transaction is expected to close prior to May 31, 2021. As of May 17,2021, closing of the transaction is expected to happen on or about May 27, 2021. Transaction is expected to close the arrangement before May 18, 2021. Paul Barbeau of McMillan LLP acted as legal advisor for Blackheath. Bruce Hibbard of Bennett Jones LLP acted as legal advisor for Wolverine. Odyssey Trust Company served as depositary, transfer agent and registrar for Wolverine. Computershare Investor Services Inc. acted as the transfer agent and registrar for Blackheath.