PesoRama Inc. cancelled the acquisition of Magnitude Mining Ltd. (TSXV: MML.P) in a reverse merger transaction.
Upon closing of the transaction, all Directors and officers of Magnitude (elected or appointed prior to completion of the transaction) shall resign. Magnitude will cause the following persons to be appointed to its Board of Directors: Charles Wachsberg, Rahim Bhaloo, Ed Sivitilli, Stephen Rosenberg, Allan White, Andrew Taylor, and Robb McNaughton. Upon completion of the transaction, the management of the resulting issuer will include the following people Rahim Bhaloo (Chief Executive Officer), Ed Sivitilli (President and Chief Operating Officer) and Alejandro Monzo (Chief Financial Officer).
The transaction is subject to regulatory approvals, acceptance by the TSXV (including the satisfaction of initial listing requirements), completion of the concurrent financing, majority of the minority shareholder approval from Pesorama, execution of a definitive agreement, completion or waiver of sponsorship, approval of Board of Directors of Pesorama and Magnitude Mining and completion of the consolidation of the Magnitude shares. Magnitude is not required to obtain shareholder approval for the transaction. Magnitude will seek shareholder approval for the continuation of its corporate existence to the Canada Business Corporations Act and changes to the Board of Directors. The agreement may be terminated by written notice promptly given to the other Parties hereto, at any time prior to the closing date. Robb McNaughton of Borden Ladner Gervais LLP acted as legal advisor to PesoRama. Brian Lindsay of Dumoulin Black acted as legal advisor to Magnitude Mining.
PesoRama Inc. cancelled the acquisition of Magnitude Mining Ltd. (TSXV: MML.P) in a reverse merger transaction on April 1, 2019. The common shares of Magnitude Mining are expected to resume trading on the TSXV upon receiving TSXV approval.