Rimrock Gold Corp (RMRK)

[balamidas]

$$the Reverse Triangular MERGER in RMRK $$>>>

The Crypto Company, Inc is merging in RMRK through a

Reverse Triangular Merger .

What is a 'Reverse Triangular Merger' ?

A reverse triangular merger is the formation of a new company that occurs when an acquiring company creates a subsidiary (Phase1), the subsidiary purchases the target company (phase 2)and the subsidiary is then absorbed by the target company(Phase3)

http://www.investopedia.com/terms/r/rtm.asp


the Acquiring Co is >>>>THE CRYPTO Company Inc

Phase 1-the creation of the new Subsidiary >>DATE 27 AUGUST 2017

On 27 August this phase was completed with this 8-K


https://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=12252658

On June 9, 2017, Croe, Inc. (“Croe”, the “Company”, “we”, “our”, or “us”) filed a Current Report on Form 8-K (the “Original Report”) to report the completion of a series of transactions (collectively, the Transactions”) consummated on June 7, 2017, as a result of which (i) The Crypto Company, a Nevada corporation (“Crypto”), became a wholly owned subsidiary of Croe; and (ii) all of the former shareholders of Crypto became shareholders of Croe. The Transactions were treated as a reverse acquisition of Croe, and Crypto is treated as the acquirer, for financial accounting and reporting purposes, while Croe is treated as the acquired entity. As of the effective date of the Transactions, the acquired entity had no liabilities or obligations.






Phase 2-the subsidiary Purchase the Target Co ( MARCH 2017)

On March 27 the Purchase agreement to buy RMRK (the target co)was out in 8-k


Pursuant to a Note Purchase Agreement dated as of March 27, 2017 by and between the Company and Rimrock Gold Corp, (“Rimrock”), the Company agreed to fund up to $300,000 to settle outstanding convertible debt of and accounts payable by and on behalf of Rimrock, for the ultimate acquisition of Rimrock, a currently inactive public company located in Las Vegas, Nevada. The Company expects to consummate the acquisition in the fourth quarter of 2017. For the period from inception to June 30, 2017, the Company advanced $107,000 on behalf of Rimrock to settle the aforementioned liabilities.




CRCW filing >>> https://www.otcmarkets.com/stock/CRCW/filings

https://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=12244972


Phase 3 -the subsidiary (which is the Crypto Company inc Now) is then absorbed by the target company (RMRK)