Financings
Ankh II Capital to acquire Bell Lake VMS project
Pre-revenue TSX-V shell pivots to Ontario VMS exploration via Bell Lake acquisition and $800k raise
Executive Summary
- Ankh II Capital Inc. (TSX-V) has entered a definitive agreement to acquire 100% of the Bell Lake VMS property in Northwestern Ontario from 1367881 B.C. Ltd. (Privco).
- The transaction is structured as a qualifying transaction to satisfy TSX-V Tier 2 listing requirements, executed via a three-cornered amalgamation or share exchange.
- Consideration consists of 10,000,000 common shares issued to Privco shareholders at a deemed price of $0.06 per share (1:1 exchange ratio).
- A concurrent non-brokered private placement will raise between $500,000 and $800,000 at $0.08 per unit (1 share + 1 warrant exercisable at $0.20 for 2 years).
- Chris Farnworth and Geoffrey Balderson have been appointed CEO and CFO, respectively.
- The Bell Lake property spans 1,931 hectares across 30 mining claims in the Sturgeon Lake mining camp, adjacent to First Quantum/Glencore’s past-producing Sturgeon Lake mine.
- Historical drilling indicates potential for Cu, Au, and Ag, with down-dip exploration potential remaining largely untested beneath 200m.
- Trading in Ankh II common shares is halted pending TSX-V approval and closing conditions.
Material Impact
- This announcement represents a standard qualifying transaction for a Capital Pool Company (CPC), transitioning the entity from a shell to an active exploration company.
- The issuance of 10,000,000 shares at $0.06 and the $0.08 unit pricing introduce significant dilution, increasing the share count from ~6.04 million to over 16 million post-close.
- The $500k-$800k raise provides immediate working capital and exploration funding, which is necessary but modest for a VMS property.
- The halt in trading introduces near-term liquidity risk and execution uncertainty until regulatory and shareholder approvals are secured.
- The strategic pivot to a known mining camp (Sturgeon Lake) provides a geological narrative that may attract exploration-focused capital, but the asset remains unproven without current resource estimates.
AUNK · Price
Company Overview
- Ankh II Capital Inc. is a TSX-V listed Capital Pool Company incorporated on August 23, 2022.
- The company has no commercial operations or significant assets prior to this proposed acquisition.
- Its primary corporate purpose is to identify and complete a qualifying business combination to satisfy TSX-V listing requirements.
- The company previously attempted to acquire Epiphany Power Corp. (terminated September 26, 2025) before pivoting to the Bell Lake VMS project.