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Public Transaction Summary

Brilliant Resources -- summary under Ss. 84(4.1)(a) and (b) distributions of proceeds

Brilliant Resources-- summary under Ss. 84(4.1)(a) and (b) distributions of proceeds Summary Under Tax Topics- Public Transactions- Spin-Offs & Distributions- Ss. 84(4.1)(a) and (b) distributions of proceeds Stated capital distribution by Brilliant Resources of cash expropriation proceeds in reliance on s. 84(4.1) Return of Capital The stated capital account maintained by the Corporation in respect of its Common Shares will be reduced by an amount equal to $0.145 multiplied by the number of Common Shares issued and outstanding as at the Return of Capital Record Date. ... The Subsidiary Ivory Resources Inc., a Caymans company which formerly engaged in exploration in Equatorial Guinea. ...
Public Transaction Summary

Marret Resource -- summary under Liquidity Program

Marret Resource-- summary under Liquidity Program Summary Under Tax Topics- Public Transactions- Other- Liquidity Program Marret Resource Corp. addition of annual redemption feature to its common shares Overview The Corporation's articles will be amended to provide for the creation of unlisted Class A Shares and for an annual liquidity right (ALR), i.e., an annual offer to redeem at a discount to NAV, in respect of both the Common Shares and Class A Shares (collectively, "Shares"). ... Its business is to lend to companies in the resource sector. Its reported issued share capital appears to be higher than its market cap. ... No more than 25% of the outstanding Shares of each class may be redeemed by March 31, 2015 and thereafter, no more than 10% annually. ...
Public Transaction Summary

Anderson/Freehold -- summary under Taxable spin-offs

Anderson will be deemed to have filed an election under ITA s. 89(1) (c) to not be a public corporation. ... "By virtue of New Anderson having acquired approximately 92% of Anderson's Canadian resource property…it is anticipated that the successor tax election will allow New Anderson to also acquire the undeducted resource tax pools of Anderson, on a ‘successored' basis…." Accordingly, it is anticipated that New Anderson will have Canadian tax pools which may be applied by it to shelter future income, including successor resource pools. ...
Public Transaction Summary

Chalice/Coventry -- summary under Ss. 84(4.1)(a) and (b) distributions of proceeds

Chalice/Coventry-- summary under Ss. 84(4.1)(a) and (b) distributions of proceeds Summary Under Tax Topics- Public Transactions- Spin-Offs & Distributions- Ss. 84(4.1)(a) and (b) distributions of proceeds Chalice Gold acquisition of Coventry Resources assets for shares, followed by share distribution Overview Under a BC Plan of Arrangement, Coventry is to transfer most of its subsidiaries (the "Targets") to Western Rift (a subsidiary of Chalice) in consideration for Chalice shares, which Coventry will then transfer to its shareholders as a stated capital distribution. ... See detailed summary under Cross-Border Acquisitions Inbound Asset sale/share distribution. ...
Public Transaction Summary

Aurora/ CanniMed -- summary under Unsolicited Bids (corporate)

CanniMed’s Newstrike Resources bid On November 14, Aurora issued a press release acknowledging that it had delivered a proposal to CanniMed for a business combination. On November 17, 2017, the date Aurora's proposal expired, CanniMed announced that it had entered into a definitive agreement to acquire Newstrike Resources Ltd. Aurora’s Offer is subject to the condition that the proposed acquisition of Newstrike Resources shall not have proceeded, and any acquisition agreement for such acquisition shall have been terminated. ...
Public Transaction Summary

ExxonMobil/InterOil -- summary under Canadian Buyco

ExxonMobil/InterOil-- summary under Canadian Buyco Summary Under Tax Topics- Public Transactions- Mergers & Acquisitions- Cross-Border Acquisitions- Inbound- Canadian Buyco Acquisition by ExxonMobil Canadian purchaser of InterOil for fixed-value ExxonMobil shares and escrowed cash payment subject to reduction based on subsequent resource estimate Overview It is proposed that a newly-incorporated B.C. subsidiary of ExxonMobil will acquire InterOil under a Yukon Plan of Arrangement. ... However the cash “contingent resource payment” (or “CRP”) of U.S.$26.87 per share, which will be held under an escrow arrangement, will have to be repaid in full to AcquisitionCo if an interim resource assessment of a PNG natural gas project of InterOil, which is expected to be completed in the 2nd quarter of 2017, shows a resource of less than 6.2 trillion cubic feet equivalent ("tcfe"), and with the CRP having to be so repaid on a pro rata basis if the interim assessment shows a resource of between 6.2 and 10 tcfe. ... It is expected that the Interim Resource Certification will be completed in the second quarter of 2017, and that the CRP Payouts will be made shortly thereafter. ...
Public Transaction Summary

Chalice/Coventry -- summary under Asset sale/share distribution

Chalice/Coventry-- summary under Asset sale/share distribution Summary Under Tax Topics- Public Transactions- Mergers & Acquisitions- Cross-Border Acquisitions- Inbound- Asset sale/share distribution Chalice Gold acquisition of Coventry Resources assets for shares, followed by share distribution Overview Under a BC Plan of Arrangement, Coventry is to transfer most of its subsidiaries (the "Targets") to Western Rift (a subsidiary of Chalice) in consideration for Chalice shares, which Coventry will then transfer to its shareholders as a stated capital distribution. ...
Public Transaction Summary

Serabi/Kenai -- summary under Canadian Buyco

Serabi/Kenai-- summary under Canadian Buyco Summary Under Tax Topics- Public Transactions- Mergers & Acquisitions- Cross-Border Acquisitions- Inbound- Canadian Buyco Serabi plc acquisition of Kenai Resources Overview Under a B.C. plan of arrangement, shareholders of Kenai will receive ordinary shares (and no deferred shares) of Serabi (representing an 87% premium). ... Plan of Arrangement Under the Plan of Arrangement: Each common share of a dissenter will be transferred for its fair value to Subco Each common share of Kenai, other than of a dissenter, will be transferred to Subco in consideration for the right to cause the delivery of.85 of an ordinary Serabi share As consideration for the issuance of each such ordinary Serabi share, Subco will issue one Subco share and add its fair market value to its stated capital account The Kenai warrants will be amended so that they apply to Serabi shares, with the exercise price and number of covered shares adjusted accordingly Each Kenai stock option will be exchanged for a replacement option on a Serabi share, with a view to s. 7(1.4) applying Subco and Kenai will amalgamate under the name Kenai Resources Ltd., with each Subco share continuing as an Amalco share, and with the stated capital of the shares of Amalco being the stated capital of the Subco shares issued under the arrangement plus the amount of cash to fund payments to dissenters U.S. ...
Public Transaction Summary

Whitecap/ Veren -- summary under Share-for-Share

Whitecap/ Veren-- summary under Share-for-Share Summary Under Tax Topics- Public Transactions- Mergers & Acquisitions- Mergers (mostly Plans of Arrangement)- Share-for-Share Whitecap Resources acquire all the shares of Veren on a s. 85.1 exchange Overview It is proposed that under a Plan of Arrangement under the Business Corporations Act (Alberta), all of the outstanding shares of Veren will be exchanged, generally on a s. 85.1 rollover basis, for shares of Whitecap on the basis of 1.05 Whitecap shares for each Veren share. ...
Public Transaction Summary

Agnico Eagle/Cayden -- summary under Shares for Shares and Nominal Cash

Agnico Eagle/Cayden-- summary under Shares for Shares and Nominal Cash Summary Under Tax Topics- Public Transactions- Mergers & Acquisitions- Mergers (mostly Plans of Arrangement)- Shares for Shares and Nominal Cash Cayden Resources acquisition by Agnico Eagle for shares and nominal cash Overview Each Cayden (common) share will be transferred to Agnico under a B.C. ...

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