Forbidden Distillery Inc. completed the acquisition of Spartan Acquisition Corp. (TSXV:VDKA.P) in a reverse merger transaction
Blair Wilson will serve as Director, President and Chief Executive Officer, Terese Gieselman will serve as Chief Financial Officer and Director, Kelly Wilson will serve as Corporate Secretary and Eugene Hodgson, Kristi Miller and Maya Kanigan will serve as Directors of the resulting issuer. Upon completion of the Amalgamation, it is anticipated that Karen Danard will resign as a director of Spartan. As of November 23, 2021, special meeting of holders of common shares in the capital of Spartan to be held at the offices of Pushor Mitchell LLP, 301 1665 Ellis Street, Kelowna, British Columbia V1Y 2B3, at 11:00 a.m on December 15, 2021. The TSX Venture Exchange Inc. has conditionally accepted the Amalgamation and the listing of the Resulting Issuer Shares to be issued pursuant to the Amalgamation, subject to satisfaction of certain conditions.
The amalgamation must be approved by not less than 662/3% of the votes cast at the meeting of Spartan Shareholders. In addition, the Majority of the Minority approval will be required from disinterested Spartan shareholders. The completion of the amalgamation is subject to the completion of the concurrent financing to ne undertaken on a non-brokered private placement, the approval by the shareholders of Spartan to complete the amalgamation; approval of listing of consideration shares on TSVX, dissenters rights limited to 10%, resignations of Spartan Directors, execution of escrow agreements, approval of Board of Spartan and Forbidden, the approval by the shareholders of Forbidden to complete the amalgamation and receipt of all requisite regulatory, stock exchange, court, or governmental authorizations and consents, including the exchange. The transaction is expected to close on or before March 31, 2021. Eugene Hodgson of Pushor Mitchell LLP acted as legal advisor to Spartan in the transaction.
Forbidden Distillery Inc. completed the acquisition of Spartan Acquisition Corp. (TSXV:VDKA.P) in a reverse merger transaction on December 16, 2021. Each class A voting common share in capital of Forbidden that was outstanding immediately prior to Amalgamation was converted into 24 Resulting Issuer Shares, each class B non-voting common share of Forbidden that was outstanding immediately prior to Amalgamation was converted into four Resulting Issuer Shares, each class C non-voting preferred share in the capital of Forbidden that was outstanding immediately prior to Amalgamation was converted into four Resulting Issuer Shares and each class D non-voting common share in capital of Forbidden that was outstanding immediately prior to Amalgamation was converted into one (1) Resulting Issuer Shares. Upon completion of Amalgamation, former holders of Spartan Shares hold an aggregate of 4,788,500 Resulting Issuer Shares, representing approximately 8.40% of outstanding Resulting Issuer Shares, former holders of Forbidden Shares hold an aggregate of 40,296,000 Resulting Issuer Shares representing approximately 70.72% of the outstanding Resulting Issuer Shares and participants in Concurrent Financing hold 11,893,011 Resulting Issuer Shares representing approximately 20.87% of the outstanding Resulting Issuer Shares. In conjunction with the closing, Forbidden raised approximately CAD 3,567,903 million in a concurrent financing (the Concurrent Financing).