Pathfinder Ventures (TSX-V:RV) Inc. - formerly Discovery One Investment Corp. - has announced that effective October 14, 2021, it has completed its qualifying transaction under Policy 2.4 - Capital Pool Companies of the TSX Venture Exchange (TSXV).
The transaction consisted of a business combination by way of the amalgamation of Pacific Frontier Investments Inc. (PFI) and 1231986 BC Ltd. (Newco), whereby Pathfinder Ventures acquired all the common shares of PFI in exchange for common shares of the corporation and the business of PFI became the business of the corporation in accordance with the amalgamation agreement dated March 9, 2021, as amended.
Prior to closing, the name of the corporation was changed to Pathfinder Ventures Inc.
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Prior to closing, Pathfinder Ventures shares were consolidated on a 2.3:1 basis with shareholders of PFI receiving 0.452398 post-consolidated common shares of the corporation for every common share of PFI previously held. Convertible securities of PFI will also be adjusted based on the foregoing exchange ratio.
After the consolidation, the corporation had 8,723,629 common shares outstanding and PFI had 104,139,954 common shares outstanding. As a result of the transaction, the corporation has issued 47,112,695 shares to PFI’s current shareholders, and the corporation now has 55,836,324 shares outstanding.
Following completion of the transaction, the board of directors of the corporation has been reconstituted to consist of Joe Bleackley, Mike Iverson and Leonard Brownlie, and management of the corporation has been reconstituted to consist of Joe Bleackley as chief executive officer and corporate secretary, Stan Duckworth as chief operating officer and Darren Prins as chief financial officer.
Pathfinder Ventures will continue the business of PFI, which is to develop a network of premier branded, upscale, and family-friendly RV parks and campgrounds under the 'Pathfinder Camp Resorts' name. The corporation currently has three camp resorts located in British Columbia and is focused on growing its network through both acquisitions and new construction. The corporation is taking advantage of the rapidly growing market of Canadians who want to experience the great outdoors in an RV.
The corporation said it has received conditional approval from the TSXV for the listing and posting for trading of its common shares on the TSXV and the corporation’s common shares are expected to commence trading on the TSXV on or about October 20, 2021, under the symbol RV. The transaction is subject to the final acceptance of the TSXV.
Contact the author at jon.hopkins@proactiveinvestors.com