Small Company Offering and Sale of Securities Without Registration (d)
22 Octobre 2019 - 9:32PM
Edgar (US Regulatory)
x
NoneEntity Type | 0001502758 | |
x
Corporation
o
Limited Partnership
o
Limited Liability Company
o
General Partnership
o
Business Trust
o
Other |
| Name of Issuer |
NuLegacy Gold Corp |
| Jurisdiction of Incorporation/Organization |
| BRITISH COLUMBIA, CANADA |
| |
| Year of Incorporation/Organization |
| |
x
| Over Five Years Ago |
| |
o
| Within Last Five Years (Specify Year) | |
| |
o
| Yet to Be Formed | |
| 2. Principal Place of Business and Contact Information |
| Name of Issuer | |
| NuLegacy Gold Corp | |
| Street Address 1 | Street Address 2 |
| 1055 WEST HASTINGS ST. | SUITE 300 |
| City | State/Province/Country | ZIP/Postal Code | Phone No. of Issuer |
| VANCOUVER | BRITISH COLUMBIA, CANADA | V6E 2E9 | (604) 639-3640 |
| Last Name | First Name | Middle Name |
| Matter | Albert | |
| Street Address 1 | Street Address 2 |
| 1055 West Hastings St. | Suite 300 |
| City | State/Province/Country | ZIP/Postal Code |
| Vancouver | BRITISH COLUMBIA, CANADA | V6E 2E9 |
| Relationship: |
x
| Executive Officer |
x
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | |
| Last Name | First Name | Middle Name |
| Anderson | James | E. |
| Street Address 1 | Street Address 2 |
| 1055 E. Hastings St. | Suite 300 |
| City | State/Province/Country | ZIP/Postal Code |
| Vancouver | BRITISH COLUMBIA, CANADA | V6E 2E9 |
| Relationship: |
o
| Executive Officer |
x
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | |
| Last Name | First Name | Middle Name |
| Steininger | Roger | C. |
| Street Address 1 | Street Address 2 |
| 5450 Riggins Court | Suite 1B |
| City | State/Province/Country | ZIP/Postal Code |
| Reno | NEVADA | 89502-0577 |
| Relationship: |
o
| Executive Officer |
x
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | |
| Last Name | First Name | Middle Name |
| Davidson | Alexander | J. |
| Street Address 1 | Street Address 2 |
| 4434 West 2nd Ave | |
| City | State/Province/Country | ZIP/Postal Code |
| Vancouver | BRITISH COLUMBIA, CANADA | V6R 1K5 |
| Relationship: |
o
| Executive Officer |
x
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | |
| Last Name | First Name | Middle Name |
| Budreski | John | P.A. |
| Street Address 1 | Street Address 2 |
| 3649 West 1st Avenue | |
| City | State/Province/Country | ZIP/Postal Code |
| Vancouver | BRITISH COLUMBIA, CANADA | V6R 1H1 |
| Relationship: |
o
| Executive Officer |
x
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | |
| Last Name | First Name | Middle Name |
| Hill | Alan | R. |
| Street Address 1 | Street Address 2 |
| 121 King Street West | Suite 2600 |
| City | State/Province/Country | ZIP/Postal Code |
| Toronto | ONTARIO, CANADA | M5H 3T9 |
| Relationship: |
o
| Executive Officer |
x
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | |
| Last Name | First Name | Middle Name |
| Cope | Edward | L. |
| Street Address 1 | Street Address 2 |
| 213 Greencrest Place | |
| City | State/Province/Country | ZIP/Postal Code |
| Spring Creek | NEVADA | 89815 |
| Relationship: |
o
| Executive Officer |
x
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | |
| Last Name | First Name | Middle Name |
| Lee | Danny | |
| Street Address 1 | Street Address 2 |
| 1055 West Hastings St. | Suite 300 |
| City | State/Province/Country | ZIP/Postal Code |
| Vancouver | BRITISH COLUMBIA, CANADA | V6E 2E9 |
| Relationship: |
x
| Executive Officer |
o
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | |
| Last Name | First Name | Middle Name |
| Chu | Gregory | T. |
| Street Address 1 | Street Address 2 |
| 1166 Alberni Street | Suite 1604 |
| City | State/Province/Country | ZIP/Postal Code |
| Vancouver | BRITISH COLUMBIA, CANADA | V6E 3Z3 |
| Relationship: |
x
| Executive Officer |
o
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | |
|
o
| Agriculture | | Health Care |
o
| Retailing |
| | Banking & Financial Services | |
o
| Biotechnology |
o
| Restaurants |
| |
o
| Commercial Banking | |
o
| Health Insurance | | Technology |
| |
o
| Insurance | |
o
| Hospitals & Physicians | |
o
| Computers |
| |
o
| Investing | |
o
| Pharmaceuticals | |
o
| Telecommunications |
| |
o
| Investment Banking | |
o
| Other Health Care | |
o
| Other Technology |
| |
o
| Pooled Investment Fund
| | | | | Travel |
| |
o
| Other Banking & Financial Services |
o
| Manufacturing | |
o
| Airlines & Airports |
| | Real Estate | |
o
| Lodging & Conventions |
| |
o
| Commercial | |
o
| Tourism & Travel Services |
| |
o
| Construction | |
o
| Other Travel |
| |
o
| REITS & Finance |
x
| Other |
| |
o
| Residential | |
| |
o
| Other Real Estate | |
|
o
| Business Services | |
| | Energy | |
| |
o
| Coal Mining | |
| |
o
| Electric Utilities | |
| |
o
| Energy Conservation | |
| |
o
| Environmental Services | |
| |
o
| Oil & Gas | |
| |
o
| Other Energy | |
| Revenue Range | Aggregate Net Asset Value Range |
|
o
| No Revenues |
o
| No Aggregate Net Asset Value |
|
o
| $1 - $1,000,000 |
o
| $1 - $5,000,000 |
|
o
| $1,000,001 - $5,000,000 |
o
| $5,000,001 - $25,000,000 |
|
o
| $5,000,001 - $25,000,000 |
o
| $25,000,001 - $50,000,000 |
|
o
| $25,000,001 - $100,000,000 |
o
| $50,000,001 - $100,000,000 |
|
o
| Over $100,000,000 |
o
| Over $100,000,000 |
|
x
| Decline to Disclose |
o
| Decline to Disclose |
|
o
| Not Applicable |
o
| Not Applicable |
| 6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply) |
|
o
| Rule 504(b)(1) (not (i), (ii) or (iii)) |
o
| Rule 505 |
|
o
| Rule 504 (b)(1)(i) |
x
| Rule 506(b) |
|
o
| Rule 504 (b)(1)(ii) |
o
| Rule 506(c) |
|
o
| Rule 504 (b)(1)(iii) |
o
| Securities Act Section 4(a)(5) |
| |
o
| Investment Company Act Section 3(c) |
|
x
| New Notice | Date of First Sale | 2019-10-08 |
o
| First Sale Yet to Occur |
| Does the Issuer intend this offering to last more than one year? |
o
| Yes |
x
| No |
| 9. Type(s) of Securities Offered (select all that apply) |
|
o
| Pooled Investment Fund Interests |
x
| Equity |
|
o
| Tenant-in-Common Securities |
o
| Debt |
|
o
| Mineral Property Securities |
x
| Option, Warrant or Other Right to Acquire Another Security |
|
x
| Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security |
o
| Other (describe) |
| | |
| 10. Business Combination Transaction |
| Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer? |
o
| Yes |
x
| No |
| |
| Clarification of Response (if Necessary) | |
| |
| Minimum investment accepted from any outside investor | $ 0 USD |
| Recipient | Recipient CRD Number |
o
| None |
| Cormark Securities (USA) Limited | 101000 |
| (Associated) Broker or Dealer |
o
| None | (Associated) Broker or Dealer CRD Number |
x
| None |
| Cormark Securities Inc. | |
| Street Address 1 | Street Address 2 |
| Suite 2800 Royal Bank Plaza South Tower | |
| City | State/Province/Country | ZIP/Postal Code |
| Toronto | ONTARIO, CANADA | M5J 2J2 |
| State(s) of Solicitation |
o
| All States |
x
| Foreign/Non-US |
| |
| Recipient | Recipient CRD Number |
x
| None |
| Canaccord Genuity Corp | |
| (Associated) Broker or Dealer |
x
| None | (Associated) Broker or Dealer CRD Number |
x
| None |
| | |
| Street Address 1 | Street Address 2 |
| 161 Bay Street, Suite 3000 | |
| City | State/Province/Country | ZIP/Postal Code |
| Toronto | ONTARIO, CANADA | M5J 2J2 |
| State(s) of Solicitation |
o
| All States |
x
| Foreign/Non-US |
| |
| 13. Offering and Sales Amounts |
| Total Offering Amount | $ 740689 USD |
o
Indefinite |
| Total Amount Sold | $ 740689 USD | |
| Total Remaining to be Sold | $ 0 USD |
o
Indefinite |
| |
| Clarification of Response (if Necessary) |
| $987,308 CAD (10/8/2019 Exchange Rate: $1.00 USD = $1.332959 CAD) |
|
o
| Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors,
Number of such non-accredited investors who already have invested in the offering
| |
| | Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering: | 8 |
| 15. Sales Commissions & Finders' Fees Expenses |
Provide separately the amounts of sales commissions and finders' fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.
|
| Sales Commissions | $ 22973 USD |
o
| Estimate |
| Finders' Fees | $ 0 USD |
o
| Estimate |
| |
| Clarification of Response (if Necessary) |
| Warrants to purchase 408,294 shares of common stock with an exercise price of $0.12 CAD per share were also issued as sales compensation for U.S. purchases. |
Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.
|
| | $ 0 USD |
o
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