Latest news with #NationalInstrument62-104
Yahoo
5 days ago
- Business
- Yahoo
IRH to buy Tremont's majority interest in Alphamin Resources
International Resources Holding (IRH) has agreed to acquire a majority interest in Alphamin Resources, a significant move that will bolster the former's position in the global industrial metals sector. The transaction involves IRH, through a wholly owned subsidiary, purchasing approximately 56% of Alphamin's outstanding common shares from Tremont Master Holdings. Under the agreement, IRH will acquire 718,990,967 common shares owned by Tremont at a price of C$0.70 per share, amounting to a total consideration of C$503.3m ($367m), subject to adjustments. The closing of the transaction is contingent on regulatory and internal corporate approvals. IRH CEO Ali Alrashdi said: 'Alphamin's strong production profile aligns with our strategy of securing interests in high-quality mining assets with long-term growth potential.' Once complete, IRH will hold a commanding 56% of Alphamin's outstanding common shares, marking its entry as a major shareholder in the company. Prior to this agreement, IRH did not own any common shares in Alphamin. Post-transaction, Tremont will retain a minimal stake of approximately 0.8% in Alphamin, holding 10,133,592 common shares. The acquisition is due to be executed via a block trade on a stock exchange, adhering to the "private agreement exemption" under National Instrument 62-104 – Take-Over Bids and Issuer Bids, with a share price not exceeding 115% of the market price. Tremont Master Holdings chairman Rob Still said: 'Following Tremont's 12-year history in exploring, evaluating and then building and operating the Bisie mine, we are now pleased to transfer our ownership stake to another long-term investor who shares our vision for the operation and our commitment to the region.' This development follows reports in November last year that IRH was in discussions to purchase an indirect stake in Alphamin Resources. Denham Capital, the private equity firm owning 57% of Alphamin, has been exploring the creation of a new vehicle to hold this stake, drawing interest from various potential investors including IRH. "IRH to buy Tremont's majority interest in Alphamin Resources" was originally created and published by Mining Technology, a GlobalData owned brand. The information on this site has been included in good faith for general informational purposes only. It is not intended to amount to advice on which you should rely, and we give no representation, warranty or guarantee, whether express or implied as to its accuracy or completeness. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of the content on our site.
Yahoo
6 days ago
- Business
- Yahoo
MHR Fund Management LLC files Early Warning Report for Starz Entertainment Corp. (formerly Lions Gate Entertainment Corp.)
NEW YORK, June 4, 2025 /CNW/ - On June 4, 2025, MHR Fund Management LLC ("Fund Management") filed an early warning report in accordance with Section 5.2(2)(a)(i) of National Instrument 62-104 – Take-Over Bids and Issuer Bids (the "Early Warning Report") for Starz Entertainment Corp. (formerly Lions Gate Entertainment Corp.). The report was filed in conjunction with Fund Management's Schedule 13D filing with the U.S. Securities and Exchange Commission as of the date hereof, a copy of which is available on EDGAR at Item 1 Security and Reporting Issuer 1.1 State the designation of securities to which this report relates and the name and address of the head office of the issuer of the securities. This report relates to common shares (the "Common Shares") of Starz Entertainment Corp. (the "Issuer"). The Issuer's head office is located at: Starz Entertainment Corp. (formerly Lions Gate Entertainment Corp.)250 Howe Street, 20th FloorVancouver, B.C. V6C 3R8, Canada 1.2 State the name of the market in which the transaction or other occurrence that triggered the requirement to file this report took place. Not applicable. Item 2 Identity of the Acquiror 2.1 State the name and address of the acquiror. MHR Fund Management LLC (the "Acquiror")40 West 57th Street, Floor 24New York, NY, 10019 The Acquiror is a Delaware limited liability company. 2.2 State the date of the transaction or other occurrence that triggered the requirement to file this report and briefly describe the transaction or other occurrence. The Acquiror acquired ownership of 353,334 Common Shares on June 2, 2025 (the "Share Purchase"). As of the date of the last report, the Acquiror beneficially held, through the MHR Funds (as defined herein), 2,509,898 Common Shares of the Issuer, representing approximately 15.0% of the issued and outstanding Common Shares. Dr. Rachesky, through MHRC, MHRC II, Institutional Advisors III, Institutional Advisors IV and MHR Holdings (all as defined herein), beneficially held 2,524,509 Common Shares, representing approximately 15.1% of the issued and outstanding Common Shares. Following the Share Purchase, the Acquiror beneficially held, through the MHR Funds, 2,863,232 Common Shares of the Issuer, representing approximately 17.1% of the issued and outstanding Common Shares. Dr. Rachesky, through MHRC, MHRC II, Institutional Advisors III, Institutional Advisors IV and MHR Holdings, beneficially held 2,877,843 Common Shares of the Issuer, representing approximately 17.2% of the issued and outstanding Common Shares. In addition, Dr. Rachesky owns 1,476 restricted share units, payable upon vesting in an equal number of Common Shares. The Share Purchase triggered the requirement to file this report in accordance with Section 5.2(2)(a)(i) of National Instrument 62-104 Take-Over Bids and Issuer Bids, as it resulted in a change to the Acquiror's holdings that exceeded 2% of the number of Common Shares issued and outstanding. Item 3 Interest in Securities of the Reporting Issuer 3.1 State the designation and number or principal amount of securities acquired or disposed of that triggered the requirement to file the report and the change in the acquiror's securityholding percentage in the class of securities. See Item 2.2. 3.2 State whether the acquiror acquired or disposed ownership of, or acquired or ceased to have control over, the securities that triggered the requirement to file the report. Following the Share Purchase, the Acquiror acquired ownership and/or control, directly or indirectly, the securities that triggered the requirement to file the report. 3.3 State the designation and number or principal amount of securities and the acquiror's securityholding percentage in the class of securities, immediately before and after the transaction or other occurrence that triggered the requirement to file this report. See Item 2.2. Item 4 Consideration Paid 4.1 State the value, in Canadian dollars, of any consideration paid or received per security and in total. The Acquiror acquired the Common Shares at a price of approximately C$19.40 per Common Share, being the Canadian dollar equivalent of US$14.15 based on the Bank of Canada's daily exchange rate on June 2, 2025 of 1.3707 (the "Exchange Rate"), for aggregate consideration of CAD$6,853,500, being the Canadian dollar equivalent of US$5,000,000 based on the Exchange Rate. Item 5 Purpose of the Transaction State the purpose or purposes of the acquiror and any joint actors for the acquisition or disposition of securities of the reporting issuer. Describe any plans or future intentions which the acquiror and any joint actors may have which relate to or would result in any of the following: (a) the acquisition of additional securities of the reporting issuer, or the disposition of securities of the reporting issuer; (b) a corporate transaction, such as a merger, reorganization or liquidation, involving the reporting issuer or any of its subsidiaries; (c) a sale or transfer of a material amount of the assets of the reporting issuer or any of its subsidiaries; (d) a change in the board of directors or management of the reporting issuer, including any plans or intentions to change the number or term of directors or to fill any existing vacancy on the board; (e) a material change in the present capitalization or dividend policy of the reporting issuer; (f) a material change in the reporting issuer's business or corporate structure; (g) a change in the reporting issuer's charter, bylaws or similar instruments or another action which might impede the acquisition of control of the reporting issuer by any person or company; (h) a class of securities of the reporting issuer being delisted from, or ceasing to be authorized to be quoted on, a marketplace; (i) the issuer ceasing to be a reporting issuer in any jurisdiction of Canada; (j) a solicitation of proxies from securityholders; (k) an action similar to any of those enumerated above. The Common Shares reflected in this report were acquired for investment purposes. The Reporting Persons intend to review their holdings in the Issuer on a continuing basis and as part of this ongoing review, evaluate various alternatives that are or may become available with respect to the Issuer and its securities. The Reporting Persons may from time to time and at any time (in accordance with any trading policy of the Issuer or its subsidiaries and affiliates that may then be applicable to the Reporting Persons), in their sole discretion, acquire or cause to be acquired, additional equity or debt securities or other instruments of the Issuer, its subsidiaries or affiliates, or dispose, or cause to be disposed, such equity or debt securities or instruments, in any amount that the Reporting Persons may determine in their sole discretion, through public or private transactions or otherwise. In addition to the foregoing, certain of the Reporting Persons are pursuing various alternatives with respect to the Issuer's securities in order to create liquidity opportunities for limited partners of certain of the Reporting Persons. Among the alternatives being pursued, such Reporting Persons are considering forming a continuation vehicle or other special purpose vehicle that would continue to be controlled by certain of the Reporting Persons that would enable existing limited partners to achieve liquidity or continue their indirect investment in the Issuer, making an in-kind distribution to certain limited partners of certain of such Reporting Persons, or effecting a public or private transaction. The timing, and whether and how these alternatives can be effected, will depend on transaction and market terms and conditions, as well as legal, regulatory and other factors. The Reporting Persons reserve the right to and may, from time to time and at any time, in their sole discretion, formulate and implement other purposes, plans or proposals regarding the Issuer or any of its subsidiaries or affiliates or any of their equity or debt securities as the Reporting Persons may deem advisable in their sole discretion. The information set forth in this Item 5 is subject to change from time to time and at any time, and there can be no assurances that any of the Reporting Persons will or will not take, or cause to be taken, any of the actions described above or any similar actions. Item 8 Exemption If the acquiror relies on an exemption from requirements in securities legislation applicable to formal bids for the transaction, state the exemption being relied on and describe the facts supporting that reliance. Not applicable. For further information and to obtain a copy of the early warning report filed by MHR under applicable Canadian securities laws in connection with the acquisitions, please see Starz's issuer profile on the System for Electronic Document Analysis and Retrieval + at or please contact Charles Zehren at (212) 843-8590 or czehren@ SOURCE MHR Fund Management LLC View original content: Sign in to access your portfolio
Cision Canada
6 days ago
- Business
- Cision Canada
MHR Fund Management LLC files Early Warning Report for Starz Entertainment Corp. (formerly Lions Gate Entertainment Corp.)
NEW YORK, June 4, 2025 /CNW/ - On June 4, 2025, MHR Fund Management LLC (" Fund Management") filed an early warning report in accordance with Section 5.2(2)(a)(i) of National Instrument 62-104 – Take-Over Bids and Issuer Bids (the " Early Warning Report") for Starz Entertainment Corp. (formerly Lions Gate Entertainment Corp.). The report was filed in conjunction with Fund Management's Schedule 13D filing with the U.S. Securities and Exchange Commission as of the date hereof, a copy of which is available on EDGAR at Item 1 Security and Reporting Issuer 1.1 State the designation of securities to which this report relates and the name and address of the head office of the issuer of the securities. This report relates to common shares (the " Common Shares") of Starz Entertainment Corp. (the " Issuer"). The Issuer's head office is located at: Starz Entertainment Corp. (formerly Lions Gate Entertainment Corp.) 250 Howe Street, 20th Floor Vancouver, B.C. V6C 3R8, Canada 1.2 State the name of the market in which the transaction or other occurrence that triggered the requirement to file this report took place. Not applicable. Item 2 Identity of the Acquiror 2.1 State the name and address of the acquiror. MHR Fund Management LLC (the " Acquiror") 40 West 57 th Street, Floor 24 New York, NY, 10019 The Acquiror is a Delaware limited liability company. 2.2 State the date of the transaction or other occurrence that triggered the requirement to file this report and briefly describe the transaction or other occurrence. The Acquiror acquired ownership of 353,334 Common Shares on June 2, 2025 (the " Share Purchase"). As of the date of the last report, the Acquiror beneficially held, through the MHR Funds (as defined herein), 2,509,898 Common Shares of the Issuer, representing approximately 15.0% of the issued and outstanding Common Shares. Dr. Rachesky, through MHRC, MHRC II, Institutional Advisors III, Institutional Advisors IV and MHR Holdings (all as defined herein), beneficially held 2,524,509 Common Shares, representing approximately 15.1% of the issued and outstanding Common Shares. Following the Share Purchase, the Acquiror beneficially held, through the MHR Funds, 2,863,232 Common Shares of the Issuer, representing approximately 17.1% of the issued and outstanding Common Shares. Dr. Rachesky, through MHRC, MHRC II, Institutional Advisors III, Institutional Advisors IV and MHR Holdings, beneficially held 2,877,843 Common Shares of the Issuer, representing approximately 17.2% of the issued and outstanding Common Shares. In addition, Dr. Rachesky owns 1,476 restricted share units, payable upon vesting in an equal number of Common Shares. The Share Purchase triggered the requirement to file this report in accordance with Section 5.2(2)(a)(i) of National Instrument 62-104 Take-Over Bids and Issuer Bids, as it resulted in a change to the Acquiror's holdings that exceeded 2% of the number of Common Shares issued and outstanding. Item 3 Interest in Securities of the Reporting Issuer 3.1 State the designation and number or principal amount of securities acquired or disposed of that triggered the requirement to file the report and the change in the acquiror's securityholding percentage in the class of securities. See Item 2.2. 3.2 State whether the acquiror acquired or disposed ownership of, or acquired or ceased to have control over, the securities that triggered the requirement to file the report. Following the Share Purchase, the Acquiror acquired ownership and/or control, directly or indirectly, the securities that triggered the requirement to file the report. 3.3 State the designation and number or principal amount of securities and the acquiror's securityholding percentage in the class of securities, immediately before and after the transaction or other occurrence that triggered the requirement to file this report. See Item 2.2. Item 4 Consideration Paid 4.1 State the value, in Canadian dollars, of any consideration paid or received per security and in total. The Acquiror acquired the Common Shares at a price of approximately C$19.40 per Common Share, being the Canadian dollar equivalent of US$14.15 based on the Bank of Canada's daily exchange rate on June 2, 2025 of 1.3707 (the " Exchange Rate"), for aggregate consideration of CAD$6,853,500, being the Canadian dollar equivalent of US$5,000,000 based on the Exchange Rate. Item 5 Purpose of the Transaction State the purpose or purposes of the acquiror and any joint actors for the acquisition or disposition of securities of the reporting issuer. Describe any plans or future intentions which the acquiror and any joint actors may have which relate to or would result in any of the following: (a) the acquisition of additional securities of the reporting issuer, or the disposition of securities of the reporting issuer; (b) a corporate transaction, such as a merger, reorganization or liquidation, involving the reporting issuer or any of its subsidiaries; (c) a sale or transfer of a material amount of the assets of the reporting issuer or any of its subsidiaries; (d) a change in the board of directors or management of the reporting issuer, including any plans or intentions to change the number or term of directors or to fill any existing vacancy on the board; (e) a material change in the present capitalization or dividend policy of the reporting issuer; (f) a material change in the reporting issuer's business or corporate structure; (g) a change in the reporting issuer's charter, bylaws or similar instruments or another action which might impede the acquisition of control of the reporting issuer by any person or company; (h) a class of securities of the reporting issuer being delisted from, or ceasing to be authorized to be quoted on, a marketplace; (i) the issuer ceasing to be a reporting issuer in any jurisdiction of Canada; (j) a solicitation of proxies from securityholders; (k) an action similar to any of those enumerated above. The Common Shares reflected in this report were acquired for investment purposes. The Reporting Persons intend to review their holdings in the Issuer on a continuing basis and as part of this ongoing review, evaluate various alternatives that are or may become available with respect to the Issuer and its securities. The Reporting Persons may from time to time and at any time (in accordance with any trading policy of the Issuer or its subsidiaries and affiliates that may then be applicable to the Reporting Persons), in their sole discretion, acquire or cause to be acquired, additional equity or debt securities or other instruments of the Issuer, its subsidiaries or affiliates, or dispose, or cause to be disposed, such equity or debt securities or instruments, in any amount that the Reporting Persons may determine in their sole discretion, through public or private transactions or otherwise. In addition to the foregoing, certain of the Reporting Persons are pursuing various alternatives with respect to the Issuer's securities in order to create liquidity opportunities for limited partners of certain of the Reporting Persons. Among the alternatives being pursued, such Reporting Persons are considering forming a continuation vehicle or other special purpose vehicle that would continue to be controlled by certain of the Reporting Persons that would enable existing limited partners to achieve liquidity or continue their indirect investment in the Issuer, making an in-kind distribution to certain limited partners of certain of such Reporting Persons, or effecting a public or private transaction. The timing, and whether and how these alternatives can be effected, will depend on transaction and market terms and conditions, as well as legal, regulatory and other factors. The Reporting Persons reserve the right to and may, from time to time and at any time, in their sole discretion, formulate and implement other purposes, plans or proposals regarding the Issuer or any of its subsidiaries or affiliates or any of their equity or debt securities as the Reporting Persons may deem advisable in their sole discretion. The information set forth in this Item 5 is subject to change from time to time and at any time, and there can be no assurances that any of the Reporting Persons will or will not take, or cause to be taken, any of the actions described above or any similar actions. Item 8 Exemption If the acquiror relies on an exemption from requirements in securities legislation applicable to formal bids for the transaction, state the exemption being relied on and describe the facts supporting that reliance. Not applicable. For further information and to obtain a copy of the early warning report filed by MHR under applicable Canadian securities laws in connection with the acquisitions, please see Starz's issuer profile on the System for Electronic Document Analysis and Retrieval + at or please contact Charles Zehren at (212) 843-8590 or [email protected].
Cision Canada
30-05-2025
- Business
- Cision Canada
Bastion Mining Pte. Ltd. Acquires Ordinary Shares of Xanadu Mines Limited
SINGAPORE, May 29, 2025 /CNW/ - This news release is issued by Bastion Mining Pte. Ltd. (" Bastion") pursuant to the early warning requirements of Canada's National Instrument 62-104 and National Instrument 62-103 with respect to ordinary shares of Xanadu Mines Limited (the " Issuer"). Bastion announces that it has completed an arm's length private placement financing with the Issuer for A$17.2 million (the " Financing"). Pursuant to the Financing, Bastion was issued 286,829,633 ordinary shares of the Issuer (each, an " Ordinary Share") at an issuance price of A$0.06 per Ordinary Share. The Financing was completed in connection with an off-market bid publicly announced by Bastion on May 19, 2025 under Chapter 6 of the Corporations Act 2001 (Cth) (Australia) to acquire all of the Ordinary Shares in Xanadu (the " Offer") for the purposes of assisting the Issuer with meeting its corporate and joint venture funding obligations during the Offer period. Subject to the terms of the Offer, Xanadu shareholders will receive A$0.08 cash for each Ordinary Share in Xanadu held by Xanadu shareholders as at 7:00 p.m. (Australian Eastern Standard Time) on May 26, 2025. The Offer opened on May 28, 2025 and is scheduled to close at 7:00 p.m. (Australian Eastern Standard Time) on July 1, 2025 unless extended or withdrawn. Immediately prior to the Financing, Bastion had beneficial ownership and control over nil Ordinary Shares of the Issuer. Upon completion of the Financing, Bastion acquired beneficial ownership and control over 286,829,633 Ordinary Shares representing approximately 12.52% of the issued and outstanding Ordinary Shares of the Issuer on completion (on a non-diluted basis). Bastion acquired the Ordinary Shares for investment purposes. Bastion is controlled by Boroo Pte Ltd. (" Boroo") who holds 75% of Bastion's issued ordinary share capital. Boroo is a private Singapore-incorporated entity which invests in major gold projects internationally. The remaining non-controlling 25% of Bastion's issued ordinary share capital is held by the Issuer's director Ganbayar Lkhagvasuren. For further information and to obtain a copy of the early warning report filed under applicable Canadian provincial and territorial securities legislation in connection with the Financing, please go to the Issuer's profile on the SEDAR+ website ( or contact Phillip Tan at [email protected]. Bastion has its registered office at 9 Straits View, #05-09, Marina One West Tower, Singapore, 018937.
Yahoo
30-05-2025
- Business
- Yahoo
Bastion Mining Pte. Ltd. Acquires Ordinary Shares of Xanadu Mines Limited
SINGAPORE, May 29, 2025 /CNW/ - This news release is issued by Bastion Mining Pte. Ltd. ("Bastion") pursuant to the early warning requirements of Canada's National Instrument 62-104 and National Instrument 62-103 with respect to ordinary shares of Xanadu Mines Limited (the "Issuer"). Bastion announces that it has completed an arm's length private placement financing with the Issuer for A$17.2 million (the "Financing"). Pursuant to the Financing, Bastion was issued 286,829,633 ordinary shares of the Issuer (each, an "Ordinary Share") at an issuance price of A$0.06 per Ordinary Share. The Financing was completed in connection with an off-market bid publicly announced by Bastion on May 19, 2025 under Chapter 6 of the Corporations Act 2001 (Cth) (Australia) to acquire all of the Ordinary Shares in Xanadu (the "Offer") for the purposes of assisting the Issuer with meeting its corporate and joint venture funding obligations during the Offer period. Subject to the terms of the Offer, Xanadu shareholders will receive A$0.08 cash for each Ordinary Share in Xanadu held by Xanadu shareholders as at 7:00 p.m. (Australian Eastern Standard Time) on May 26, 2025. The Offer opened on May 28, 2025 and is scheduled to close at 7:00 p.m. (Australian Eastern Standard Time) on July 1, 2025 unless extended or withdrawn. Immediately prior to the Financing, Bastion had beneficial ownership and control over nil Ordinary Shares of the Issuer. Upon completion of the Financing, Bastion acquired beneficial ownership and control over 286,829,633 Ordinary Shares representing approximately 12.52% of the issued and outstanding Ordinary Shares of the Issuer on completion (on a non-diluted basis). Bastion acquired the Ordinary Shares for investment purposes. Bastion is controlled by Boroo Pte Ltd. ("Boroo") who holds 75% of Bastion's issued ordinary share capital. Boroo is a private Singapore-incorporated entity which invests in major gold projects internationally. The remaining non-controlling 25% of Bastion's issued ordinary share capital is held by the Issuer's director Ganbayar Lkhagvasuren. For further information and to obtain a copy of the early warning report filed under applicable Canadian provincial and territorial securities legislation in connection with the Financing, please go to the Issuer's profile on the SEDAR+ website ( or contact Phillip Tan at Bastion has its registered office at 9 Straits View, #05-09, Marina One West Tower, Singapore, 018937. SOURCE Bastion Mining Pte. Ltd. View original content: Sign in to access your portfolio
