Three Sixty Solar Ltd (VSOLF)

[Pizza Boy]

This gets better...what a sham. how many spinouts.....02 cent shares wow
full:
http://www.sedar.com/GetFile.do?lang=EN&docClass=1&issuerNo=00002560&issuerType=03&projectNo=02689664&docId=4203189


Here's a taste:
2015
On June 4, 2015, the Company entered into a letter of intent (the “Letter of Intent”) with
Breathtec Biomedical, Inc., a private company incorporated in the state of Florida for the purpose
of the Company completing a plan of arrangement under the Business Corporations Act (Ontario)
(the “Arrangement”). The Company entered into an Arrangement Agreement dated June 25,
2015 with PBA Acquisitions Corp. (“PBA”), a wholly-owned subsidiary of the Company
incorporated in order to effect the Arrangement. The Arrangement was completed on September
23, 2015. In consideration, the Company:
(a) transferred to PBA all of its interest in a the Letter of Intent; and
(b) paid $42,000 cash.
2016
The Company entered into an Arrangement Agreement dated April 25, 2016 with Centennial
Acquisitions Corp. (“Centennial”) and Glenwood Acquisitions Corp. (“Glenwood”), companies
incorporated in order to effect the plan of arrangement under the Business Corporations Act
(Ontario) (the “CG Arrangement”). The CG Arrangement was completed on June 30, 2016.
In connection with the CG Arrangement, the Company has entered into a letter of intent dated
March 31, 2016 (the “StartMonday LOI”) with StartMonday B.V, a private company incorporated
pursuant to the laws of the Netherlands (“StartMonday”). The StartMonday LOI contemplates
that subsequent to and subject to the completion of the Arrangement, Centennial anticipates
entering into a definitive agreement with StartMonday involving a potential business combination.
StartMonday is a development-stage company focused on the development and
commercialization of a mobile based application that allows users to submit a video job
application.
In addition, the Company has entered into a letter of intent dated April 8, 2016 (the “Lexington
LOI) with Lexington Biosciences, Inc., a private British Columbia corporation (“Lexington”). The
Lexington LOI contemplates that subsequent to and subject to the completion of the
Arrangement, Glenwood anticipates entering into a definitive agreement with Lexington involving
a potential business combination. Lexington is a development-stage company focused on the
development and commercialization of a technological device being developed to advance the
testing and monitoring of cardiovascular health.
The Company entered into an Arrangement Agreement dated September 16, 2016 with
Avonhurst Capital Corp. (“Avonhurst”), a company incorporated in order to effect the plan of
arrangement under the Business Corporations Act (British Columbia) (the “Avonhurst
Arrangement”). In connection with the Avonhurst Arrangement, the Company has entered into a
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letter of intent dated July 19, 2016 (the “Spacefy LOI”) with Spacefy Inc., a private company
incorporated pursuant to the laws of Ontario (“Spacefy”). The Spacefy LOI contemplates that
subsequent to and subject to the completion of the Arrangement, Avonhurst anticipates entering
into a definitive agreement with Spacefy involving a potential business combination. On
November 25, 2016, the Company completed the Avonhurst Arrangement.
On September 30, 2016, the Company sold all wholly-owned subsidiaries which held nonoperating
oil and gas properties in Ontario, Canada and Montana, USA to an arm’s length third
party for total cash consideration of $1,000.
On October 18, 2016, the Company entered into a Mineral Claims Purchase and Sale Agreement
with Sustainable Capital Corp., a private Alberta company and a Utah limited liability company
which holds legal title to acquire a 100% interest in the Paradox North Property located in Grand
County, Utah. On October 31, 2016, the Company announced the completion of the acquisition of
the 100% interest in the Paradox North Property. The Company paid cash consideration of
US$150,000 and issued 2,500,000 Common Shares.
Financings
On June 24, 2015, the Company completed a non-brokered private placement of 500,000 units at
a price of $0.02 per unit for total gross proceeds of $100,000. Each unit consists of one Common
Share and one Common Share purchase warrant. Each warrant entitles the holder thereof to
purchase one additional Common Share at a price of $0.05 until June 24, 2016.
On November 23, 2016, the Company completed a non-brokered private placement of 740,000
units at a price of $0.25 per unit for gross proceeds of $185,000. Each unit consists of one
Common Share and one Common Share purchase warrant. Each warrant entitles the holder to
acquire one additional Common Share at a price of $0.40 per share until November 23, 2017.
On December 15, 2016, the Company completed a non-brokered private placement of 3,720,000
units at a price of $0.25 per unit for proceeds of $930,000. Each unit consists of one Common
Share and one Common Share purchase warrant. Each warrant entitles the holder thereof to
acquire one additional Common Share at a price of $0.40 per share until December 15, 2017.
Subsequent Events
Subsequent to the financial year end December 31, 2016, the Company announced on May 1,
2017 its graduation from the NEX to the TSXV. Effective May 2, 2017, the Common Shares
began trading on the TSXV. The Company’s application for reactivation and graduation was
based on its acquisition of a 100% ownership interest in the Paradox North Property.
On May 2, 2017, the Company closed the first tranche of its non-brokered private placement of
units. The first tranche consisted of 10,238,904 units at a price of $0.35 per unit for gross
proceeds of $3,583,616.70. Each Unit consists of one Common Share and one Common Share
purchase warrant. Each Common Share purchase warrant entitles the holder thereof to purchase
one additional Common Share at a price of $0.50 per Common Share until May 2, 2018. On May
4, 2017, the Company closed the second and final tranche of its non-brokered private placement
for aggregate proceeds of $4,175,641.70. The second tranche consisted of 1,691,500 Units at a
price of $0.35 per unit for gross proceeds of $592,025. Each Unit consists of one Common Share
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in the Capital of the Company and one Common Share purchase warrant. Each warrant entitles
the holder thereof to purchase one additional Common Share at a price of $0.50 per Common
Share at a price of $0.50 until May 4, 2018. The Company paid eligible finders a cash
commission in the aggregate amount of $247,689.80 under the first tranche and $41,441.75 for
the second tranche being 7% of the aggregate proceeds from the sale of units to purchasers
introduced by the finders as well as issued an aggregate of 707,685 non-transferable finders
warrants for the first tranche and 118,405 finders warrants for the second tranche, which is equal
to 7% of the number of units sold to purchasers introduced by the finders. Each finders warrant
entitles the finder to acquire a Common Share at an exercise price of $0.50 per Common Share
for a period of one year from the date of issuance.
The Company granted 2,250,000 incentive stock options to certain directors and officers of the
Company. The stock options are exercisable at a price of $0.55 until April 27, 2022. The
Company granted 600,000 incentive stock options to investor relations consultants. The stock
options are exercisable at a price of $0.55 for a period of 5 years from the date of grant.
On June 15, 2017, the Company announced the closing of a mineral option and joint venture
agreement with Millennial Lithium Corp. The agreement grants the Company the sole and
exclusive right and option to acquire up to an 80% percent undivided beneficial right, title and
interest in the Pocitos West project in Argentina consisting of a total area of 15,857 Ha
(approx.39,000 acres) along the western portion of the Pocitos Salar located in Los Andes
Department, western Salta Province. The project is ideally located directly in the middle of the
Argentinian segment of the well-known lithium triangle. The Company announced plans for a
geophysical survey at its 15,857 hectare (39,183 acre) joint venture interest in the Pocitos West
Project located on the Pocitos Salar in Salta Province, Argentina. On August 17, 2017, the
Company announced the results from the geophysical survey at its Pocitos West property. The
Company detected a conductive thick, contiguous zone across the entire 29km length of Pocitos
West Salar. On October 17, 2017, the Company announced that it received environmental and
drilling permits for the property and intends to commence drilling before the end of October 2017.
On June 28, 2017, the Company announced it met the compliance requirements of the Financial
Industry Regulatory Authority (FINRA) and initiated price quotation on OTC Link (OTCQB Venture
Market) under the ticker symbol: LRTTF.
On July 20, 2017, the Company closed a non-brokered private placement of 2,000,000 units of
the Company at $0.50 per unit for gross proceeds of $1,000,000. Each unit consists of one
Common Share in the capital of the Company and one-half of one Common Share purchase
warrant. Each warrant entitles the holder to purchase one additional Common Share at a price of
$0.75 on or before July 20, 2018. The Company paid an eligible finder a cash commission in the
amount of $26,670, being 7% of the aggregate proceeds from the sale of units to purchasers
introduced by the finder.