On June 7, 2017, Contact Gold Corp. (previously named Winwell Ventures Inc.) completed its business combination with Carlin Opportunities Inc. by way of a court approved statutory plan of arrangement under the Business Corporations Act (British Columbia) and the subsequent acquisition of a portfolio of 2,762 unpatented mining claims distributed over 13 gold properties, including the Pony Creek gold project, located in Nevada. The consideration paid for the property acquisition consisted of the issuance of 18,550,000 common shares of Contact Gold, 11,111,111 preferred shares of Contact Gold and a cash payment of C$7 million.
Prior to the completion of the transactions, Carlin completed a subscription receipt financing led by Cormark Securities Inc., whereby Carlin issued 11,000,000 Subscription Receipts at a price of $1.00 per Subscription Receipt for aggregate proceeds of $11 million. The second tranche of the offering consisted of the issuance of 7,500,000 Subscription Receipts on a non-brokered private placement basis to Goldcorp USA, Inc. for aggregate proceeds of $7.5 million. In connection with the completion of the transactions, the Subscription Receipts were converted on a one-for-one basis and holders of the Subscription Receipts became holders of Contact Gold shares.
Cassels Brock represented Contact Gold Corp. on this transaction with a team that included Jay Goldman, Nancy Choi, David Gardos and Stefanie Sebanc (Mining); Christopher Norton and Tera Li (Tax).