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ATAC Resources Ltd. — Merger & Acquisition 2023
Jul 18, 2023
45012_rns_2023-07-17_59f2c172-8a5e-4093-8c9d-e7f58123fb63.pdf
Merger & Acquisition
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FORM 51-102F3 MATERIAL CHANGE REPORT
Item 1 Name and Address of the Company ATAC Resources Ltd. (“ ATAC ”) Suite 2200 – 885 West Georgia Street Vancouver, BC V6C 3E8 Item 2 Date of Material Change July 7, 2023 Item 3 News Release A news release dated July 10, 2023 with respect to the material change referred to in this report was issued by Hecla Mining Company (“ Hecla ”) through Newswire and filed on the System for Electronic Document Analysis and Retrieval, under each of ATAC and Hecla’s issuer profiles at www.sedar.com. Item 4 Summary of Material Change
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 Alexco Resource Corp. (“ 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.
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 Arrangement resulted in ATAC becoming a wholly-owned subsidiary of Hecla.
The ATAC shares were delisted from the TSX Venture Exchange on July 10, 2023.
Item 5 Full Description of Material Change
On July 7, 2023, the parties completed 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.
The outstanding options of ATAC were not in-the-money and were cancelled without any
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payment in respect thereof at 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 Arrangement resulted in ATAC becoming a wholly-owned subsidiary of Hecla.
The ATAC shares were delisted from the TSX Venture Exchange on July 10, 2023.
Item 6 Reliance on subsection 7.1(2) of National Instrument 51-102
Not applicable.
Item 7 Omitted Information
Not applicable.
Item 8 Executive Officer
Russell Lawlar Director Tel: 208 769-4199
Item 9 Date of Report
July 17, 2023
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