Rockwealth Resources Corp. said Sept. 3 that it entered into a binding letter of intent with Realgold Resources Corp. to acquire all the latter's securities in a reverse takeover, and to sell, transfer, or dispose of Rockwealth's Tayson copper project in the Philippines.
Subject to the execution of a definitive agreement which is targeted to be concluded on Oct. 31, Rockwealth proposes to acquire all shares of Realgold in exchange for Rockwealth's shares, which would be issued to the shareholders of the company on a pro rata basis based on a 1:1 ratio.
It is also proposed that Realgold will complete a non-brokered private placement, minimum of C$5.0 million and a maximum of C$10.0 million, at an intended price of 35 Canadian cents per subscription receipt, which will be converted into a common share and half of a common share purchase warrant of Realgold. Each whole warrant is exercisable into a common share priced at 46 cents apiece for one year.
The placement should be completed within 90 days of receiving conditional approval of the transaction.
Rockwealth intends to rename the company, and the resulting entity will carry on the business currently conducted by Realgold, which has an extensive land portfolio in the Kyrgyz Republic that includes 16 projects in 28 licenses covering 274,124 hectares within the Tien Shan gold belt.
