Small Company Offering and Sale of Securities Without Registration (d)
August 23 2021 - 6:01AM
Edgar (US Regulatory)
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NoneEntity Type | 0000910569 | CANADIAN ZINC CORP SAN ANDREAS RESOURCES CORP |
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Corporation
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Limited Partnership
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Limited Liability Company
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General Partnership
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Business Trust
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Other |
| Name of Issuer |
NORZINC LTD. |
| Jurisdiction of Incorporation/Organization |
| BRITISH COLUMBIA, CANADA |
| |
| Year of Incorporation/Organization |
| |
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| Over Five Years Ago |
| |
x
| Within Last Five Years (Specify Year) | 2018 |
| |
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| Yet to Be Formed | |
| 2. Principal Place of Business and Contact Information |
| Name of Issuer | |
| NORZINC LTD. | |
| Street Address 1 | Street Address 2 |
| 650 WEST GEORGIA STREET | SUITE 1710, PO BOX 11644 |
| City | State/Province/Country | ZIP/Postal Code | Phone No. of Issuer |
| VANCOUVER | BRITISH COLUMBIA, CANADA | V6B 4N9 | 604-688-2043 |
| Last Name | First Name | Middle Name |
| HAZELTON | ROHAN | |
| Street Address 1 | Street Address 2 |
| 650 WEST GEORGIA STREET STE 1710 | P.O. BOX 11644 |
| City | State/Province/Country | ZIP/Postal Code |
| Vancouver | BRITISH COLUMBIA, CANADA | V6B 4N9 |
| Relationship: |
x
| Executive Officer |
x
| Director |
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| Promoter |
| Clarification of Response (if Necessary) |
| | |
| Last Name | First Name | Middle Name |
| PORKA | PETER | |
| Street Address 1 | Street Address 2 |
| 650 WEST GEORGIA STREET STE 1710 | P.O. BOX 11644 |
| City | State/Province/Country | ZIP/Postal Code |
| Vancouver | BRITISH COLUMBIA, CANADA | V6B 4N9 |
| Relationship: |
x
| Executive Officer |
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| Director |
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| Promoter |
| Clarification of Response (if Necessary) |
| | |
| Last Name | First Name | Middle Name |
| WARWICK | JOHN | |
| Street Address 1 | Street Address 2 |
| 650 WEST GEORGIA STREET STE 1710 | P.O. BOX 11644 |
| City | State/Province/Country | ZIP/Postal Code |
| Vancouver | BRITISH COLUMBIA, CANADA | V6B 4N9 |
| Relationship: |
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| Executive Officer |
x
| Director |
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| Promoter |
| Clarification of Response (if Necessary) |
| | |
|
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| Agriculture | | Health Care |
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| Retailing |
| | Banking & Financial Services | |
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| Biotechnology |
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| Restaurants |
| |
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| Commercial Banking | |
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| Health Insurance | | Technology |
| |
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| Insurance | |
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| Hospitals & Physicians | |
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| Computers |
| |
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| Investing | |
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| Pharmaceuticals | |
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| Telecommunications |
| |
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| Investment Banking | |
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| Other Health Care | |
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| Other Technology |
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| Pooled Investment Fund
| | | | | Travel |
| |
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| Other Banking & Financial Services |
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| Manufacturing | |
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| Airlines & Airports |
| | Real Estate | |
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| Lodging & Conventions |
| |
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| Commercial | |
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| Tourism & Travel Services |
| |
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| Construction | |
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| Other Travel |
| |
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| REITS & Finance |
x
| Other |
| |
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| Residential | |
| |
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| Other Real Estate | |
|
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| Business Services | |
| | Energy | |
| |
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| Coal Mining | |
| |
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| Electric Utilities | |
| |
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| Energy Conservation | |
| |
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| Environmental Services | |
| |
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| Oil & Gas | |
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| Other Energy | |
| Revenue Range | Aggregate Net Asset Value Range |
|
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| No Revenues |
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| No Aggregate Net Asset Value |
|
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| $1 - $1,000,000 |
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| $1 - $5,000,000 |
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| $1,000,001 - $5,000,000 |
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| $5,000,001 - $25,000,000 |
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| $5,000,001 - $25,000,000 |
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| $25,000,001 - $50,000,000 |
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| $25,000,001 - $100,000,000 |
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| $50,000,001 - $100,000,000 |
|
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| Over $100,000,000 |
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| Over $100,000,000 |
|
x
| Decline to Disclose |
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| Decline to Disclose |
|
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| Not Applicable |
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| Not Applicable |
| 6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply) |
|
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| Rule 504(b)(1) (not (i), (ii) or (iii)) |
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| Rule 505 |
|
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| Rule 504 (b)(1)(i) |
x
| Rule 506(b) |
|
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| Rule 504 (b)(1)(ii) |
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| Rule 506(c) |
|
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| Rule 504 (b)(1)(iii) |
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| Securities Act Section 4(a)(5) |
| |
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| Investment Company Act Section 3(c) |
|
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| New Notice | Date of First Sale | 2021-08-06 |
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| First Sale Yet to Occur |
| Does the Issuer intend this offering to last more than one year? |
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| Yes |
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| No |
| 9. Type(s) of Securities Offered (select all that apply) |
|
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| Pooled Investment Fund Interests |
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| Equity |
|
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| Tenant-in-Common Securities |
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| Debt |
|
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| 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 |
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| Other (describe) |
| | Units at a price of CDN$0.065 per unit. Each unit was comprised of one common share and one-half common share purchase warrant (expiring 36 months after closing), and exercisable at a price of CDN $0.09 per warrant share for 36 months from closing. |
| 10. Business Combination Transaction |
| Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer? |
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| Yes |
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| No |
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| Clarification of Response (if Necessary) | |
| |
| Minimum investment accepted from any outside investor | $ 0 USD |
| Recipient | Recipient CRD Number |
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| None |
| Scotia Capital (USA) Inc | 2739 |
| (Associated) Broker or Dealer |
x
| None | (Associated) Broker or Dealer CRD Number |
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| None |
| | |
| Street Address 1 | Street Address 2 |
| 250 Vesey St. | |
| City | State/Province/Country | ZIP/Postal Code |
| New York | NEW YORK | 10001 |
| State(s) of Solicitation |
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| All States |
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| Foreign/Non-US |
MAINE
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| 13. Offering and Sales Amounts |
| Total Offering Amount | $ 437793 USD |
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Indefinite |
| Total Amount Sold | $ 258696 USD | |
| Total Remaining to be Sold | $ 179097 USD |
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Indefinite |
| |
| Clarification of Response (if Necessary) |
| Units at a price of CDN$0.065 per unit. Each unit was comprised of one common share and one-half common share purchase warrant (expiring 36 months after closing), and exercisable at a price of CDN $0.09 per warrant share for 36 months from closing. |
|
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| 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: | 1 |
| 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 | $ 28457 USD |
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| Estimate |
| Finders' Fees | $ 0 USD |
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| Estimate |
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| Clarification of Response (if Necessary) |
| 6.5% cash commission plus compensation warrants entitling the holder to acquire 1 common share at CDN$0.65 on or before 24 months from closing. |
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 |
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