Examples of Caldas Holding in a sentence
Concurrently, the Company issued an aggregate of 10,792,500 Common Shares and 10,792,500 2024 Warrants to participants in the Brokered RTO Financing and to Caldas Holding in its capacity as a subscriber in the Non-Brokered RTO Financing, respectively.
GCM Mining, indirectly through Caldas Holding, subscribed for an aggregate of 7,500,000 units at a price of $2.00 per unit for aggregate gross proceeds of $15,000,000.
On February 24, 2020, the Company completed the RTO Transaction pursuant to the Amalgamation Agreement dated December 13, 2019 among Bluenose, BN Subco, Gran Colombia, Caldas Finance and Caldas Holding.
Pursuant to the Amalgamation Agreement, Bluenose acquired all of the issued and outstanding shares of Caldas Finance from Caldas Holding, a wholly-owned subsidiary of Gran Colombia, by way of a three-cornered amalgamation under the BCBCA in exchange for the issuance of 28,750,100 Common Shares at a deemed issue price of $2.00 per Common Share or $57,500,200 in total.
The RTO Transaction On February 24, 2020, the Company completed the RTO Transaction pursuant to the Amalgamation Agreement, whereby Bluenose acquired all of the issued and outstanding shares of Caldas Finance from Caldas Holding, a wholly-owned subsidiary of GCM Mining, by way of a three-cornered amalgamation under the BCBCA in exchange for the issuance of 28,750,100 Common Shares at a deemed issue price of$2.00 per Common Share or $57,500,200 in total.
GCM, Aris, SubCo and AmalCo will not be responsible for the proper completion of any such election form, except for the obligation of GCM to sign and return any such duly completed election forms which are received from Caldas Holding within 60 days of the Effective Date.
Caldas Holding is the sole legal and beneficial owner of, and has good and marketable title to, all of the Aris Shares owned or controlled, directly or indirectly, by GCM free and clear of all Liens and it has not assigned, mortgaged or in any way alienated or encumbered any of its interests in such Aris Shares.
Other than: (i) 60,991,545 Aris Shares registered in the name of Caldas Holding, (ii) the Aris Convertible Debenture, (iii) the Aris Gold-Linked Notes and (iv) 25,944,445 Aris Warrants, GCM (together with its affiliates and persons acting jointly or in concert with any of GCM or its affiliates) does not beneficially own or exercise control or direction over any Aris Shares or other securities of Aris as at the date of this Agreement.
Thereafter, subject to the election forms complying with the provisions of the Tax Act (and any applicable provincial income tax law), the forms will be signed by GCM and returned to Caldas Holding within 90 days following the Effective Date for filing with the Canada Revenue Agency (and any applicable provincial taxing authority).
GCM hereby guarantees in favour of Aris the due and punctual performance by Caldas Holding of Caldas Holding’s obligations under the Arrangement and this Agreement.