- Holly Street Capital Ltd. (HSC.P) enters into a securities exchange agreement with US Critical Metals Corp. and its security holders
- The definitive agreement is related to a business combination transaction where Holly Street will acquire all the issued and outstanding securities of USCM
- All existing securities convertible into USCM shares will be exchanged based on the exchange ratio
- Holly Street will have approximately 5 million post-consolidation Holly Shares issued and outstanding
- Holly Street shares are currently halted from trading
- Holly Street Capital Ltd. (HSC.P) is unchanged trading at $0.135 per share as of 2:05 p.m. EST
Holly Street Capital Ltd. (HSC.P) has entered into a securities exchange agreement with US Critical Metals Corp. and its security holders.
The definitive agreement is related to a business combination transaction where Holly Street will acquire all the issued and outstanding securities of USCM.
Holders of issued and outstanding common shares of USCM will receive one post-consolidation Holly share for each USCM common share held.
All existing securities convertible into USCM shares will be exchanged based on the exchange ratio.
It is for similar securities to purchase common shares of Holly Street on similar terms and conditions.
Holly Street will complete a consolidation based on one new common share in the authorized structure of Holly Street for a one-and-a-half-old share.
Holly Street will have approximately 5,006,666 post-consolidation shares issued and outstanding.
Holly Street will pay a finder’s fee of 1,467,857 in resulting issuer shares to an arm’s length finder.
The must be no material adverse changes in respect of either Holly Street or USCM.
The parties need to obtain all necessary consents, orders, regulatory and shareholder approvals.
Completion of the consolidation, name change and any other required corporate changes requested by USCM are necessary for the transaction.
Other standard conditions of closing for a transaction are required.
The Proposed Transaction may require the approval of the shareholders of USCM.
USCM may hold a meeting of shareholders to seek all necessary approvals.
Holly Street shares are currently halted from trading and will remain so depending on the approval of the TSXV.
Holly Street Capital Ltd. (HSC.P) is unchanged trading at $0.135 per share as of 2:05 p.m. EST.
