M&A / Property
Cross River Announces Business Combination with Scotia Lithium

CRVC · Price
Executive Summary
- Cross River Ventures Corp. entered into a definitive Business Combination Agreement to acquire all shares of Scotia Lithium Corp., making it the largest tenement holder for lithium and critical metals in Nova Scotia.
- The transaction will be completed via a 30‑for‑1 share consolidation, a name change to “Scotia Metals Corp.”, concurrent private‑placement financings (flow‑through and non‑flow‑through shares), and a re‑constitution of senior management.
- Closing is expected in April 2026 pending regulatory and shareholder approvals; trading of the company’s common shares has been halted pending CSE review.
Key Details
- Transaction Structure: Acquisition of 100% of Scotia Lithium’s issued and outstanding shares in exchange for one post‑consolidation Common Share per Scotia Lithium share.
- Share Consolidation: Existing Common Shares will be consolidated on a 30 : 1 basis prior to the acquisition.
- Name Change: Upon completion, Cross River Ventures Corp. will rename itself “Scotia Metals Corp.”
- Concurrent Financings:
- FT Share Financing: Private placement of flow‑through shares (post‑consolidation).
- Non‑FT Share Financing: Private placement of non‑flow‑through post‑consolidation Common Shares.
- Management Re‑Constitution: New senior team – Rodrigo Roso (CEO & Director), Nick Rowley (President & Director), Alan Sye (CFO & Corporate Secretary), James Abson (VP Exploration), Brian Talbot (Chairman & Director), Darryl Cardey (Director), Shawn Khunkhun (Director).
- Finder’s Fee: 485,714 post‑consolidation Common Shares to be issued as a finder’s fee to an arm’s‑length party.
- Regulatory/Shareholder Approvals: Transaction subject to CSE acceptance, shareholder approval of consolidation and management changes at the annual general meeting scheduled for March 24 2026.
- Closing Timeline: Anticipated closing in April 2026, contingent on satisfaction or waiver of customary conditions precedent.
- Trading Halt: Common Shares trading halted pending CSE review of the transaction.
Notable Quotes
- “This combination positions us as the premier lithium and critical metals explorer in Nova Scotia, creating significant strategic value for our shareholders.” – Sam Wong, CEO, Cross River Ventures Corp.