Aeonian Resources Corp. (formerly Altina Capital Corp.) has completed its previously announced qualifying transaction in accordance with Policy 2.4 (Capital Pool Companies) of the TSX Venture Exchange, which is substantially described below and in the company's previous news releases dated April 2, 2024, Nov. 18, 2024, Jan. 6, 2025, and April 29, 2025.
Summary of the transaction
The company is party to an amended and restated amalgamation agreement with Aeonian Resources Ltd. dated Nov. 15, 2024, as amended on Jan. 3, 2025. Pursuant to the amalgamation agreement, the company acquired all of the issued and outstanding shares of Aeonian, changed its name to Aeonian Resources Corp., and will carry on the business previously carried on by Aeonian.
The shareholders of Aeonian were issued an aggregate of 25,202,100 common shares of the resulting issuer at a deemed price of 10 cents per share.
Additional information concerning the transaction, Aeonian and the resulting issuer is provided in the company's news releases dated April 2, 2024, Nov. 18, 2024, Jan. 6, 2025, and April 29, 2025, and the company's filing statement dated April 29, 2025, all of which are available under the company's SEDAR+ profile.
Final acceptance by the TSX-V of the qualifying transaction will occur upon the issuance of the TSX-V's final bulletin. Subject to issuance of the final bulletin, trading in the resulting issuer shares is expected to begin on the TSX-V under its new name Aeonian Resources Corp. and the trading symbol ALTN on or about May 14, 2025. Shareholders of the company are not required to take any action with respect to the name change or exchange their existing share certificates for new ones.
Claim extension
The company is pleased to announce that the expiry date of the claims comprising the company's Koocanusa copper property has been extended to July 15, 2025.
Escrowed shares
In connection with the transaction, the company entered into a Tier 2 value security escrow agreement with Computershare Investor Services Inc. and certain shareholders of the company. An aggregate of 12,222,100 resulting issuer shares and 1,347,000 resulting issuer share purchase warrants are subject to the value security escrow agreement. Under the terms of the value security escrow agreement, 10 per cent of such escrowed securities will be released upon the issuance of the final bulletin, with subsequent releases of 15 per cent of such escrowed securities occurring every six months following the date of the final bulletin.
Prior to the transaction, certain shareholders of the company previously entered into a capital pool company escrow agreement with the company and the escrow agent in respect of 4.08 million resulting issuer shares. Under the terms of the CPC escrow agreement, 25 per cent of such escrowed resulting issuer shares will be released upon the issuance of the final bulletin with subsequent releases of 25 per cent of such escrowed resulting issuer shares occurring every six months following the date of the final bulletin.
Board of directors and executive management
In connection with the transaction, the company made certain appointments and accepted certain resignations to and from its board of directors and executive management team, such that the following individuals now comprise the company's board of directors and officers:
Andrew Randell, chief executive officer and director;
Mirza Rahimani, chief financial officer and corporate secretary;
Branden Haynes, director;
Mark Luchinski, director;
Kristian Whitehead, director;
Terrance Salman, director; and
Gordon Neal, director.
Corrections to filing statement
The company also notes as follows:
The first sentence under Altina founder shares on page 85 of the filing statement erroneously stated that there are four million CPC escrow shares subject to the CPC escrow agreement. However, a total of 4.08 million CPC escrow shares are subject to the CPC escrow agreement.
The table set out under CPC escrow shares on page 85 of the filing statement erroneously stated that Theofilos Sanidas holds 500,000 CPC escrow shares. However, Mr. Sanidas holds a total of 580,000 CPC escrow shares.
The table set out under qualifying transaction escrowed securities starting on page 86 of the filing statement erroneously disclosed that 580,000 resulting issuer shares held by Mr. Sanidas would be subject to the value security escrow agreement. However, given that Mr. Sanidas has not continued as a director of the resulting issuer following the transaction, his 580,000 resulting issuer shares are not subject to the value security escrow agreement, and, accordingly, such shares should not have been referenced in the table set out under qualifying transaction escrowed securities in the filing statement.
About Aeonian Resources Corp.
Aeonian Resources is a junior mineral exploration company. Aeonian Resources' principal mineral property is the Koocanusa copper property, a copper-silver exploration project located approximately 30 kilometres southeast of Cranbrook, B.C., in which Aeonian has a 100-per-cent interest.
For further information, please contact:
Andrew Randell, CEO and Director
Telephone: (604) 349 2090
Forward Looking Statements:
The information in this news release includes certain information and statements about management’s view of future events, expectations, plans and prospects that constitute forward looking statements. These statements are based upon assumptions that are subject to significant risks and uncertainties, including assumptions that the Final Bulletin will be issued. Although the Company considers these assumptions to be reasonable based on information currently available to them, they may prove to be incorrect, and the forward-looking statements in this news release are subject to numerous risks, uncertainties and other factors that may cause future results to differ materially from those expressed or implied in such forwardlooking statements. Such risk factors may include, among others, the risk that the Final Bulletin is not issued by the TSXV and the risk that the trade of the Resulting Issuer Shares will not resume on the expected date. Although the Resulting Issuer believes that the expectations reflected in forward looking statements are reasonable, they can give no assurances that the expectations of any forward-looking statements will prove to be correct. Except as required by law, the Resulting Issuer disclaims any intention and assume no obligation to update or revise any forward-looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forwardlooking statements or otherwise.
The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.