AI assistant
ATAC Resources Ltd. — M&A Activity 2023
Jul 18, 2023
45012_rns_2023-07-17_7a88d0aa-c907-47bd-800a-a505096971fb.pdf
M&A Activity
Open in viewerOpens in your device viewer
ATAC RESOURCES LTD.
NOTICE OF CHANGE IN CORPORATE STRUCTURE PURSUANT TO SECTION 4.9 OF NATIONAL INSTRUMENT 51-102
1. Names of the Parties to the Transaction:
Hecla Mining Company (“ Hecla ”) Alexco Resource Corp. (“ Acquireco ”) ATAC Resources Ltd. (“ ATAC ”)
(collectively, the “ Parties ”)
2. Description of the Transaction:
On July 7, 2023, the Parties completed an arrangement (the “ Arrangement ”) pursuant to section 288 of the Business Corporations Act (British Columbia). Pursuant to the Arrangement, Hecla, through its wholly-owned subsidiary Acquireco, acquired all the outstanding shares of ATAC for total consideration of approximately US$18.8 million in Hecla common stock with the issuance of 3,676,904 shares to ATAC shareholders based on the share exchange ratio of 0.0166 of Hecla share for each ATAC common share. As part of the Arrangement, immediately prior to the acquisition of the ATAC shares by Hecla, ATAC transferred certain of its assets and liabilities to Cascadia Minerals Ltd. (“ Cascadia ”).
As part of the acquisition, Hecla acquired 5,502,956 units consisting of (i) shares of Cascadia representing a 19.9% stake, and (ii) full warrants with a five-year term for a C$2 million cash investment. Cascadia will be managed by the former management of ATAC, who will explore specific properties in the Yukon and British Columbia. Hecla will have the right to appoint two directors to Cascadia’s board.
The outstanding options of ATAC were not in-the-money and were cancelled without any payment in respect thereof at the effective time of the Arrangement (the “ Effective Time ”).
Pursuant to the Arrangement, each ATAC warrant outstanding immediately prior to the Effective Time was exchanged for (a) a warrant to purchase from Hecla 0.0166 of a Hecla share and (b) a warrant to purchase from Cascadia 0.100 of a Cascadia share.
The ATAC shares were delisted from the TSX Venture Exchange on July 10, 2023.
A news release and a material change report in connection with the foregoing were issued by Hecla on July 10, 2023 and July 17, 2023, respectively, and filed on the system for electronic document analysis and retrieval (“ SEDAR ”) at www.sedar.com.
3. Effective Date of the Transaction:
July 7, 2023
4. Names of each Party, if any, that ceased to be a Reporting Issuer subsequent to the Transaction and of each Continuing Entity:
Following closing of the Arrangement, ATAC became a wholly-owned subsidiary of Hecla. Subject to applicable laws, ATAC intends to make an application to the Canadian securities
regulators under National Policy 11-206 – Process for Cease to be a Reporting Issuer Applications to cease to be a reporting issuer in British Columbia and Alberta as promptly as practicable following the Effective Date.
Hecla will continue to be a reporting issuer in each of the provinces and territories of Canada.
5. Date of the Reporting Issuer’s First Financial Year-End Subsequent to the Transaction
Not applicable.
6. Periods, Including Comparative Periods, if any, of the Interim and Annual Financial Statements Required to be Filed for the Reporting Issuer’s First Financial Year Subsequent to the Transaction
Not applicable.
7. Documents filed under NI 51-102 that describe the transaction and where they can be found in electronic format
Full details of the Arrangement are set out in the management information circular of ATAC dated May 15, 2023 (the “ Information Circular ”). A copy of the Information Circular can be found under ATAC’s profile on SEDAR at www.sedar.com.
Date of Notice:
July 17, 2023