Announcement • Feb 27
Barsele Minerals Corp. (TSXV:BME) completed the acquisition of Gold Line Resources Ltd. (TSXV:GLDL) for CAD 5.93 million. Barsele Minerals Corp. (TSXV:BME) signed a letter of intent to acquire Gold Line Resources Ltd. (TSXV:GLDL) on November 9, 2023. Barsele Minerals Corp. (TSXV:BME) entered into an arrangement agreement to acquire Gold Line Resources Ltd. (TSXV:GLDL) for CAD 5.93 million on December 12, 2023. Under the terms of the transaction, Barsele will acquire all of the issued and outstanding common shares of Gold Line, and the holders of the issued and outstanding Gold Line Shares will receive 0.7382 of a Barsele Share for each Gold Line Share. Post completion, shareholders of Barsele will own 80% and Gold Line shareholders will own 20% in the resulting issuer. In connection with the Transaction, Barsele proposes to undertake the Concurrent Price Placement to raise aggregate proceeds of approximately CAD 1 million through the sale of up to 6,700,000 subscription receipts of Barsele for CAD 0.15 per Subscription Receipt. The proceeds from the private placement will be used to fund exploration programs across the combined portfolio of the Resulting Issuer, costs related to the proposed Transaction, and for working capital and general corporate purposes. In connection with the completion of the Transaction, the Gold Line Shares will be de-listed from the TSXV, and following closing, Gold Line will make an application to cease to be a reporting issuer under Canadian securities laws. Under certain circumstances, if the Arrangement Agreement is terminated, Barsele would be entitled to a termination fee of CAD 400,000. The board of directors of the Resulting Issuer will comprised of five directors, including two nominees of Gold Line and three nominees of Barsele. Taj Singh will assume the role as President, Chief Executive Officer, and Director, will lead the combined management and project team of the Resulting Issuer. Benjamin Gelber of Gold Line will assume the role of Vice President, Exploration. The Resulting Issuer Board is expected to be made up of Gold Line directors Toby Pierce (Non-executive Chair) and Taj Singh and Barsele directors Gary Cope and Ross Wilmot, as well as new incumbent Marc Legault. The transaction is subject to the approval of the Gold Line shareholders, approval of the TSX, issuance of a final order by the British Columbia Supreme Court, and completion of the Concurrent Private Placement. The board of directors of Barsele and Gold Line has unanimously approved the transaction and is expected to close in February 2024. As of February 15, 2024, the transaction has been approved by the shareholders of Gold Line and is expected to be completed on or about February 23, 2024. The hearing for the final order of the Supreme Court of British Columbia to approve the Arrangement is scheduled to take place on February 20, 2024.PI Financial Corp. is acting as a financial advisor as well as a fairness opinion provider to Gold Line. Victor Gerchikov of Stikeman Elliott LLP is acting as legal counsel to Barsele and Sam Cole of Cassels Brock & Blackwell LLP is acting as legal counsel to Gold Line. Computershare Trust Company of Canada acted as registrar and transfer agent to Gold Line. Davidson and Company LLP acted as GLDL’s auditor in the transaction. Computershare Investor Services Inc. acted as depositary to Gold Line. As of February 20, 2024, the Supreme Court of British Columbia granted a final order in respect of the proposed arrangement. Barsele Minerals Corp. (TSXV:BME) completed the acquisition of Gold Line Resources Ltd. (TSXV:GLDL) on February 26, 2024. Announcement • Dec 14
Barsele Minerals Corp. (TSXV:BME) entered into an arrangement agreement to acquire Gold Line Resources Ltd. (TSXV:GLDL) for CAD 6.6 million. Barsele Minerals Corp. (TSXV:BME) entered into an arrangement agreement to acquire Gold Line Resources Ltd. (TSXV:GLDL) for CAD 6.6 million on December 12, 2023. Under the terms of the transaction, Barsele will acquire all of the issued and outstanding common shares of Gold Line, and the holders of the issued and outstanding Gold Line Shares will receive 0.7382 of a Barsele Share for each Gold Line Share. Post completion, shareholders of Barsele will own 80% and Gold Line shareholders will own 20% in the resulting issuer. In connection with the Transaction, Barsele proposes to undertake the Concurrent Price Placement to raise aggregate proceeds of approximately CAD 1 million through the sale of up to 6,700,000 subscription receipts of Barsele for CAD 0.15 per Subscription Receipt. The proceeds from the private placement will be used to fund exploration programs across the combined portfolio of the Resulting Issuer, costs related to the proposed Transaction, and for working capital and general corporate purposes. In connection with the completion of the Transaction, the Gold Line Shares will be de-listed from the TSXV, and following closing, Gold Line will make an application to cease to be a reporting issuer under Canadian securities laws. Under certain circumstances, if the Arrangement Agreement is terminated, Barsele would be entitled to a termination fee of CAD 400,000.
The board of directors of the Resulting Issuer will comprised of five directors, including two nominees of Gold Line and three nominees of Barsele. Taj Singh will assume the role as President, Chief Executive Officer, and Director, will lead the combined management and project team of the Resulting Issuer. Benjamin Gelber of Gold Line will assume the role of Vice President, Exploration. The Resulting Issuer Board is expected to be made up of Gold Line directors Toby Pierce (Non-executive Chair) and Taj Singh and Barsele directors Gary Cope and Ross Wilmot, as well as new incumbent Marc Legault.
The transaction is subject to the approval of the Gold Line shareholders, approval of the TSX, issuance of a final order by the British Columbia Supreme Court, and completion of the Concurrent Private Placement. The board of directors of Barsele and Gold Line has unanimously approved the transaction and is expected to close in February 2024. PI Financial Corp. is acting as a financial advisor as well as a fairness opinion provider to Gold Line. Stikeman Elliott LLP is acting as legal counsel to Barsele and Cassels Brock & Blackwell LLP is acting as legal counsel to Gold Line. New Risk • Dec 01
New major risk - Financial position The company has less than a year of cash runway based on its current free cash flow trend. Free cash flow: -CA$1.6m This is considered a major risk. With less than a year's worth of cash, the company will need to raise capital or take on debt unless its cash flows improve. This would dilute existing shareholders or increase balance sheet risk. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-CA$1.6m free cash flow). Share price has been highly volatile over the past 3 months (19% average weekly change). Earnings have declined by 13% per year over the past 5 years. Shareholders have been substantially diluted in the past year (76% increase in shares outstanding). Revenue is less than US$1m. Market cap is less than US$10m (CA$4.25m market cap, or US$3.14m). New Risk • Oct 30
New major risk - Shareholder dilution The company's shareholders have been substantially diluted in the past year. Increase in shares outstanding: 76% This is considered a major risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risks Share price has been highly volatile over the past 3 months (19% average weekly change). Earnings have declined by 18% per year over the past 5 years. Shareholders have been substantially diluted in the past year (76% increase in shares outstanding). Revenue is less than US$1m. Market cap is less than US$10m (CA$4.49m market cap, or US$3.24m). Announcement • Oct 07
Gold Line Resources Ltd., Annual General Meeting, Dec 14, 2023 Gold Line Resources Ltd., Annual General Meeting, Dec 14, 2023. Announcement • Sep 27
Gold Line Resources Ltd Appoints Gernot Wober to Its Advisory Board Gold Line Resources Ltd. announced that Mr. Gernot Wober has been appointed to the Company's Advisory Board. Mr. Wober is a professional geologist (P. Geo.) and has over 32 years of international resource exploration experience. Mr. Wober is currently VP Exploration for Discovery Silver Corp. where he started in 2018, and in 2019 identified the Cordero silver deposit in Chihuahua, Mexico for acquisition. Previously, he served as VP Exploration, Canada, at Osisko Mining Inc. ("Osisko"), during which time he took part in several key mergers and acquisitions and led the team through the advancement of the Windfall gold deposit and the discovery of the new Lynx Zone. Other roles Mr. Wober has held include VP Exploration for Oban Mining Corporation, Director Of Site Operations for the Pebble project in Alaska with the Pebble Limited Partnership, VP Exploration for Great Basin Gold Ltd., and various exploration roles with Chevron Canada Resources Limited, Noranda Exploration Company Limited, and Taseko Mines Limited. 