EARLY WARNING REPORT FILED PURSUANT TO NATIONAL INSTRUMENT 62-103
ACQUISITION OF SECURITIES OF PACIFIC BAY MINERALS LTD.
New Westminster, British Columbia, July 26, 2022
This press release is being disseminated as required by National Instrument 62-103 The Early Warning System and Related Take Over Bids and Insider Reporting Issues (“NI 62-103”) in connection with the acquisition of securities of Pacific Bay Minerals Ltd. (the “Company”) by David Brett (the “Acquiror”).
The Acquiror announces that on July 20, 2022, the Acquiror purchased 75,000 units (“Units”) of the Company at $0.07 per Unit for an aggregate purchase price of $5,250.00 as part of a non-brokered private placement (the “Acquisition”). Each Unit consisted of one common share in the capital of the Company (a “Common Share”) and one common share purchase warrant of the Company (a “Warrant”). Each Warrant entitles the holder to acquire one Common Share (each a “Warrant Share”), at $0.10 per Warrant Share for 36 months.
Immediately prior to the Acquisition, the Acquiror owned 2,493,025 Common Shares representing approximately 14.75% of the issued and outstanding shares of the Company on a non-diluted basis, 200,000 options and 57,150 Warrants of the Company representing approximately 16.03% of the Company on a partially diluted basis. Immediately following the Acquisition, the Acquiror owns 2,568,023 Common Shares representing approximately 10.58% of the issued and outstanding shares of the Company on a non-diluted basis, 200,000 options and 132,150 Warrants representing approximately 11.79% of the issued and outstanding shares of the Company on a partially diluted basis.
The Acquiror acquired the Units pursuant to the terms of a subscription agreement on a private placement basis. The Acquiror’s current intention is to hold the Units for investment purposes only and not with a view to materially effecting control of the Company. Depending upon market conditions and other factors, and subject to compliance with applicable law, the Acquiror may, from time to time, acquire or dispose of additional shares of the Issuer, in the open market, by private agreement or otherwise, or acquire interests in or enter into related financial instruments involving a security of the Issuer.
For the purposes of NI 62-103, the address of the Acquiror is 502 First Street, New Westminster, BC V3L 2H1.
A copy of the Early Warning Report filed under applicable securities laws is available under the Company’s profile on SEDAR (www.sedar.com).