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  • Trail Blazing Ventures (BLAZ.P) has given details of its proposed arm’s length qualifying transaction involving a proposed business combination with Ecologyst Outfitters
  • Before the transaction is completed, Ecologyst intends to complete a brokered private placement offering of up to $4,000,000
  • In addition, Ecologyst is currently in the process of completing a non-brokered private placement of common shares for up to $3,000,000
  • Ecologyst is a private company incorporated under the laws of British Columbia which operates in the legacy clothing industry
  • Trail Blazing Ventures Ltd. is a capital pool company that has not commenced commercial operations and has no assets other than cash
  • Trail Blazing Ventures Ltd. was unchanged at $0.13 as at 1:18 PM ET

Trail Blazing Ventures (BLAZ.P) has announced details of its proposed arm’s length qualifying transaction involving a proposed business combination with Ecologyst Outfitters.

Ecologyst is a private company incorporated under the laws of British Columbia which operates in the legacy clothing industry.

Before the transaction is completed, Ecologyst intends to complete a brokered private placement offering of up to $4,000,000.

The private placement will be in the form of subscription receipts of Ecologyst for $0.20 per subscription receipt.

In connection with the completion of the transaction, the subscription receipts shall automatically convert into Newco common shares.

In addition, Ecologyst is currently in the process of completing a non-brokered private placement of common shares for up to $3,000,000.

The initial private placement is in the form of common shares of Ecologyst at a price of $0.20 per Ecologyst common share.

The corporation has entered into a non-binding letter of intent with Ecologyst dated August 4, 2022, following which both companies plan to complete the transaction by way of share purchase, plan of arrangement, amalgamation, three-cornered amalgamation or alternate structure to be determined.

In line with the proposed transaction, each issued and outstanding Ecologyst common share and subscription receipt will be exchanged into one common share of Newco on a 1:1 basis.

Subsequently, all of the issued and outstanding Ecologyst common shares will be exchanged for approximately 80,513,934 Newco common shares, and each unexercised incentive stock option of Ecologyst shall be exchanged for a replacement option issued by Newco with the same terms as the option exchanged.

Additionally, it is expected that the outstanding common shares and options of the corporation will be consolidated on a 2:1 basis.

It is intended that the transaction, when completed, will constitute the corporation’s “qualifying transaction” in accordance with Policy 2.4 of the TSX Venture Exchange Corporate Finance Manual.

Trail Blazing Ventures Ltd. is a capital pool company that has not commenced commercial operations and has no assets other than cash.

Trail Blazing Ventures Ltd. was unchanged at $0.13 as at 1:18 PM ET.


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