We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Share Name | Share Symbol | Market | Type |
---|---|---|---|
Amalfi Capital Corp. | TSXV:ALI.P | TSX Venture | Ordinary Share |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.00 | - |
Amalfi Capital Corporation (TSX VENTURE:ALI.P) ("Amalfi" or the "Corporation") is pleased to announce that it has entered into a formal amalgamation agreement with CDR Minerals Inc. ("CDR"), pursuant to which a wholly-owned subsidiary of Amalfi will amalgamate (the "Business Combination") with CDR and continue as one company under the Business Corporations Act (Ontario) ("OBCA") on terms as previously announced on June 9, 2009 and November 26, 2009. At a special meeting of shareholders held on December 23, 2009, in connection with the Business Combination, the shareholders of the Corporation approved the consolidation of the outstanding Amalfi common shares ("Amalfi Shares") on the basis of one Amalfi Share for each three and one-half (3.5) pre-consolidation Amalfi Shares, the continuance of the Corporation into Ontario under the OBCA, and the change of name of the Corporation to "Royal Coal Corp.", or such other name as the directors of the Corporation may determine. Pursuant to the Business Combination, CDR intends to complete a private placement (the "Private Placement") on amended terms than those previously announced on December 21, 2009. The Private Placement shall be for up to 40,000,000 units of CDR ("CDR Units") at a price of CDN$0.50 (the "Offering Price") per CDR Unit for gross proceeds of up to CDN$20,000,000, subject to an over-allotment option (the "Over-Allotment Option") to be granted to Salman Partners Inc., who has been engaged as the non-exclusive agent ("Agent") of CDR in connection with the Private Placement. Each CDR Unit will consist of one common share in the capital of CDR (a "CDR Common Share") and one half of one share purchase warrant of CDR (a "CDR Warrant"), with each whole CDR Warrant entitling the holder to acquire one CDR Common Share at a price of CDN$0.60 per share for a period of two years from the closing date (the "Closing Date") of the Private Placement. The Over-Allotment Option will be granted to the Agent to increase the size of the Private Placement by up to an additional 6,000,000 CDR Units for additional gross proceeds of up to CDN$3,000,000, which Over-Allotment Option shall be exercisable by the Agent up to 48 hours prior to the Closing Date. The Agent will be paid a cash commission of 7% (2% in respect of certain institutional investors) of the aggregate gross proceeds of the Private Placement, and will also be granted agent's options (the "CDR Agent's Options") to purchase 7% (2% in respect of certain institutional investors) of the number of Units sold under the Private Placement (including pursuant to the Over-Allotment Option, if exercised), with each CDR Agent's Option entitling the holder to purchase one CDR Common Share at the Offering Price for a period of 2 years from the Closing Date. The closing of the Private Placement is expected to occur immediately prior to the completion of the Business Combination, on or about January 31, 2010. The completion of the Private Placement and the Business Combination are subject to the receipt of all applicable regulatory approvals, including the approval of the TSX Venture Exchange. The completion of the Business Combination is also subject to additional conditions precedent, satisfactory completion of due diligence reviews by the parties, board of directors approval of Amalfi and CDR, and certain other usual conditions. About CDR CDR is a privately held coal exploration and production company, incorporated pursuant to the Business Corporations Act (Ontario), headquartered in Toronto, Ontario, Canada with a regional office in Hazard, Kentucky, U.S.A. CDR is concentrating its efforts on developing producing surface coal mining operations in the Central Appalachian coal producing region of the United States, which includes parts of West Virginia, Virginia, Kentucky, Ohio, and Tennessee. Trading of the Amalfi Shares will remain halted pending receipt of certain documentation by the TSX Venture. The completion of the Private Placement and the Business Combination are subject to a number of conditions, including but not limited to, TSX Venture acceptance and shareholder approval. The Business Combination cannot close until the required shareholder approval is obtained. There can be no assurance that the Private Placement or the Business Combination will be completed as proposed or at all. Investors are cautioned that any information released or received with respect to the Private Placement or the Business Combination may not be accurate or complete and should not be relied upon. Trading in the securities of the Corporation should be considered highly speculative. Except for historical information contained herein, this news release contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially. Neither Amalfi nor CDR will update these forward-looking statements to reflect events or circumstances after the date hereof. More detailed information about potential factors that could affect financial results is included in the documents filed from time to time with the Canadian securities regulatory authorities by Amalfi and CDR. The securities of Amalfi being offered have not been, nor will be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from U.S. registration requirements. This release does not constitute an offer for sale of securities in the United States.
1 Year Amalfi Capital Corp. Chart |
1 Month Amalfi Capital Corp. Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions