Eastern Resources OOD entered into a letter of intent to acquire St Charles Resources Inc. (TSXV:SCRS.P) in a reverse merger transaction for CAD 2.7 million.
Completion of the Proposed Transaction is conditional upon, among other standard conditions for a transaction of this nature including, among other things: the negotiation, execution and delivery of the Definitive Agreement; completion of two NI 43-101 compliant technical reports in respect of the Kutel Gold Project and the Kostilkovo Gold Project that are acceptable to the TSXV and the Company; the delivery of audited, unaudited and pro forma financial statements of each Party that are compliant with TSXV policies; Eastern Resources delivering a title opinion for each of the Kutel Gold Project and the Kostilkovo Gold Project in a form and content reasonably satisfactory to the Company; receipt of all necessary regulatory and third party consents for the Proposed Transaction and the Definitive Agreement; completion of satisfactory due diligence by each Party of the other Party; the listing of the Payment Shares and TSXV acceptance. There can be no assurance that all of the necessary regulatory and shareholder approvals will be obtained or that all conditions of closing will be met. As of February 27, 2023, St Charles has received conditional approval from the TSX Venture Exchange. The deadline for the completion of the Proposed Transaction is February 28, 2023. As of February 27, 2023, the proposed transaction is expected to close on or about March 10, 2023.
In connection with the Proposed Transaction, Cory Kent of McMillan LLP is acting as legal counsel to the Company while Al Gourley, Jodi Katz and John Sabetti of Fasken Martineau DuMoulin LLP is acting as legal counsel to Eastern Resources. IA Capital Markets Inc. acted as financial advisor to St Charles Resources. St Charlesâ transfer agent and registrar is TSX Trust Company.