EnerSpar Corp. (TSXV:ENER) agreed to spin-off 1222150 B.C. Ltd on January 3, 2022. EnerSpar Corp entered into an arrangement agreement to spin off 1222150 B.C on March 10, 2022. Under the terms of transaction, EnerSpar pursuant to the Business Combination Act (British Columbia). Pursuant to the Arrangement the Company plans to spin out the Subsidiary, by way of distributing the securities of the Subsidiary held by the Company pro rata to the shareholders of the Company (the “Shareholders”). Each Shareholder shall receive one common share in the capital of the Subsidiary (the “Distributed Securities”) for each common share in the capital of the Company held by each Shareholder. The Arrangement Agreement was entered into in connection with the proposed transaction (the “Proposed Transaction”) involving the Company and Nurexone Biologic Ltd. (“Nurexone”), which was announced on August 30, 2021. Following completion of the Arrangement, the Subsidiary will be a separate unlisted reporting issuer in the provinces of British Columbia, Alberta, and Ontario and the Subsidiary will own 100% of the Johan Beetz Feldspar Property which is comprised of eight claims prospective for potassic and soda feldspar located in the Province of Quebec. Prior to the completion of the Proposed Transaction, the Company must have completed a court approved arrangement (the “Arrangement”) pursuant to the Business Corporations Act (Alberta), pursuant to which, among other things, all of the existing assets and operations of EnerSpar will have been placed into a new subsidiary company, and the shares of the new subsidiary will be distributed to EnerSpar's existing shareholders. The effect of this is that the existing Enerspar business will continue for the sole benefit of the existing EnerSpar shareholders. The Arrangement was approved by the Shareholders at the annual and special meeting of the Shareholders held on February 7, 2022, and the approval of the Supreme Court of British Columbia was received on May 11, 2022, by way of a statutory arrangement pursuant to the Business Combination Act (British Columbia). Shareholders of record as of Tuesday, May 24, 2022, will receive one Distributed Share for each EnerSpar Share held. The distribution date of the issuance of the Distributed Securities will be Tuesday, May 31, 2022.