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Pure Extracts Technologies Corp. — Board/Management Information 2020
Nov 5, 2020
45792_rns_2020-11-05_7942c456-3b7d-4f42-b137-9f199d12ff84.pdf
Board/Management Information
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NOTICE OF CHANGE IN CORPORATE STRUCTURE
Pursuant to Section 4.9 of National Instrument 51-102 Continuous Disclosure Obligations
Item 1 Names of the Parties to the Transaction
Pure Extracts Technologies Corp. (formerly, big Sky Petroleum Inc.) (the “ Company ”), its wholly owned subsidiary, 1270233 B.C. Ltd. (“ Subco ”), and Pure Extract Technologies Inc. (the “ Target ”)
Item 2 Description of the Transaction
On October 28, 2020, the Company completed a reverse takeover transaction (the “ RTO ”) by way of a three-cornered amalgamation between Subco and the Target to form Pure Extracts Manufacturing Inc. On completion of the RTO, the Company will continue on with the business of the Target.
Prior to completion of the RTO, the Company delisted from the TSX Venture Exchange and completed a consolidation on the basis of one post-consolidation common share in the capital of the Company for every six pre-consolidation common shares in the capital of the Company.
Pursuant to the RTO, the Company issued 63,621,026 common shares in the capital of the Company to the shareholders of the Target. On closing of the RTO, the Company changed its name to Pure Extracts Technologies Corp. (the “ Resulting Issuer ”).
Effective on the closing of the RTO, Desmond Balakrishnan resigned as a director of the Company. The new board of directors consists of Ben Nikolaevsky, Doug Benville, Yana Popova, Sean Bromley and Dwight Duncan. Mr. Nikolaevsky and Ms. Popova were appointed as Chief Executive Officer and Chief Financial Officer of the Resulting Issuer, respectively.
The Resulting Issuer commenced trading on the CSE on November 5, 2020 under the trading symbol “PULL”, new CUSIP: 74624U104 and new ISIN: CA74624U1049.
Item 3 Effective Date of the Transaction
October 28, 2020.
Item 4 Names of Each Party, if any, that Ceased to be a Reporting Issuer after the Transaction and of each Continuing Entity
Not Applicable.
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Item 5 Date of the Reporting Issuer’s First Financial Year-End after the Transaction, if applicable
The Resulting Issuer adopted the Target’s year end of June 30 in connection with the RTO. The Resulting Issuer’s next financial year end is June 30, 2021.
- Item 6 The 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 after the Transaction, if applicable
The following is a summary of the applicable financial reporting periods in the Company’s first financial year subsequent to the completion of the RTO:
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(a) Interim financial statements of Target for the three months ended September 30, 2020 and comparatives of the Target for the three months ended September 30, 2019;
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(b) Interim financial statements of the Company for the nine months ended September 30, 2020 and comparatives of the Company for the nine months ended September 30, 2019;
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(c) Interim financial statements of the Resulting Issuer for the six months ended December 31, 2020 and comparatives of the Target for the six months ended December 31, 2019;
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(d) Interim financial statements of the Resulting Issuer for the nine months ended March 31, 2021 and comparatives of the Target for the nine months ended March 31, 2020; and
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(e) Annual audited financial statements of the Resulting Issuer for the year ended June 30, 2021 and comparatives of the Target for the year ended June 30 2020.
Item 7 Documents filed under NI 51-102 that describe the Transaction
On November 5, 2020, the Company filed a Material Change Report describing the RTO.
On October 29, 2020, the Company issued and filed on SEDAR a news release announcing closing of the RTO.
On October 21, 2020, the Company issued and filed on SEDAR a news release announcing signing of a definitive agreement with the Target.
DATED: November 5, 2020