Announcement • Dec 18
One Bullion Ltd. completed the acquisition of Imperial Ginseng Products Ltd. (TSXV:IGP) in a reverse merger transaction for CAD 14 million.
One Bullion Ltd. entered into a definitive merger agreement Imperial Ginseng Products Ltd. (TSXV:IGP) in a reverse merger transaction for CAD 56.7 million on September 11, 2024. Under the terms of the agreement, Imperial Ginseng Products will acquire all the issued and outstanding common shares of One Bullion, for which, shareholders of One Bullion shall receive one Imperial post-consolidation share for each common share of One Bullion. Imperial will issue an aggregate of 157,372,048 shares, valued at CAD 56,653,937, based on an issue price of CAD 0.36 per share. Imperial will consolidate the issued and outstanding shares on the basis of 1 "new" common share for every 1.25 "old" Imperial share. In a related transaction, One Bullion intends to complete a concurrent financing consisting of a non-brokered private placement to raise minimum gross proceeds of CAD 5 million and a maximum of CAD 10 million. Upon completion of the transaction as well as the minimum offering amount of the concurrent financing and that no convertible securities of Imperial or One Bullion are exercised prior to closing, approximately 150,305,965 common shares of the Resulting Issuer are expected to be issued and outstanding on the closing, of which approximately 94.3% will be held by the former One Bullion shareholders, approximately 1.7% will be held by existing shareholders of Imperial and approximately 4% will be held by the subscribers under the concurrent financing. As of May 8, 2025 OBL intends to complete the Concurrent Financing a brokered concurrent financing of a minimum of 6,666,666 and a maximum of 22,222,222 subscription receipts (each, a “Subscription Receipt”) at CAD 0.45 per Subscription Receipt to raise minimum gross proceeds of CAD 3 million and maximum gross proceeds of CAD 10 million subject to increase by up to 25% pursuant to an over-allotment option.
Upon the completion of the transaction and subject to prior acceptance by the TSXV, it is expected that each of the current directors of Imperial will resign and there will be appointed in their place as directors of the Resulting Issuer, Adam Berk, Arno Brand, Sheldon Inwentash, Adrian Morante and Peter Sheppeard. In addition, each of the current officers of Imperial is expected to resign and in their respective places will be appointed Adam Berk, Arno Brand and Stephen Woodhead as officers of the company. The combined company will be renamed to a name as agreed to by One Bullion, and subject to TSX approval, the common shares of the Resulting Issuer will trade on the TSXV under a new trading symbol to be determined by the parties and the Resulting Issuer will seek to be listed as a Tier 2 mining issuer. The transaction is subject to approval of all necessary consents, orders and regulatory approvals, Imperial shall have minimum Working Capital of CAD 50,000, including the conditional approval of the TSXV, name change and consolidation having been completed, Board and Management reconstitution and consummation of concurrent financing. As of September 11, 2024, the transaction is subject to approval by the shareholders of Imperial Ginseng Products Ltd. and One Bullion. The transaction is expected to close on July 31,2025. As of August 14, 2025, the closing date for the transaction has been extended to September 30, 2025. As of October 8, 2025, the closing date for the transaction has been extended to November 28, 2025.
Computershare Trust Company of Canada Acted as transfer agent to Imperial Ginseng.
One Bullion Ltd. completed the acquisition of Imperial Ginseng Products Ltd. (TSXV:IGP) in a reverse merger transaction for CAD 14 million on December 17, 2025. In total, Imperial Ginseng Products issued an aggregate of 174,683,983 Common Shares (on a post-Consolidation basis) to the One Bullion Ltd. Shareholders in consideration for their One Bullion Ltd. Shares. The Transaction remains subject to the final approval of the TSX Venture Exchange (the “TSXV”). Subject to TSXV approval, the Common Shares are expected to commence trading on the TSXV on a post-Consolidated basis under the new trading symbol “OBUL” effective at the open of trading on December 22, 2025.
