/NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION VIA U.S. NEWSWIRE/
HALIFAX, March 29, 2012 /CNW/ - Muskrat Minerals Incorporated (previously VR Interactive Corporation) (CNSX: YYR) (formerly NEX: VRI) (the "Corporation") is pleased to announce that it has completed transactions disclosed in an information circular distributed to shareholders and filed on SEDAR.
All transactions were approved in a general and special meeting of the shareholders held on February 10, 2012 (the "Meeting").
The transactions are completed with the exception that the delisting is in process with NEX. The common shares are listed and posted for trading today on the Canadian National Stock Exchange (CNSX).
Below is a summary of the material transactions:
At the Meeting, shareholders approved changing the name of the Corporation from VR Interactive Corporation to Muskrat Minerals Incorporated.
Change of Auditor
At the Meeting, shareholders accepted the resignation of Millard DesLauriers & Shoemaker and appointed Collins Barrow Toronto LLP in its stead as auditors of the Corporation.
New Board of Directors
At the Meeting, shareholders elected J. Paul Allingham, David J. Hennigar, C.H. (Bert) Loveless, Francis MacKenzie, Jean-Marc MacKenzie, Paul Snelgrove, K. Barry Sparks and E. Christopher Stait-Gardner as the new Board of Directors of the Corporation.
At the Meeting, shareholders approved the consolidation of the Corporation's common shares on a basis of one share for every eight shares currently outstanding, subject to regulatory approvals.
Shares for Debt
At the Meeting, shareholders approved the issuance of 2,578,098 post-consolidation common shares of the Corporation in settlement of debts owed to current directors and shareholder.
Non-Brokered Post-Consolidation Private Placement
To assist with the new direction of the Corporation, the Board of Directors approved and closed a private placement raising gross proceeds of $2,024,000 with the issuance of 4,400,000 common shares of the Corporation at a price of $0.46 per share (the "Offering"). Consultant's fees in the aggregate amount of $157,981. The gross proceeds raised from the Offering will be used for general working capital. All securities issued in connection with the Offering are subject to a required four-month hold period in accordance with applicable securities law requirements.
Acquisition of 3053229 Nova Scotia Limited
At the Meeting, shareholders approved the 100% acquisition of the all the issued and outstanding common shares of 3053229 Nova Scotia Limited. The Corporation issued one post-consolidation common share to each share issued to the shareholders of 3053229 Nova Scotia Limited as consideration for the transaction.
At the Meeting, shareholders approved revising the Corporation's articles by removing the restriction limiting the election of directors to 1/3 of the number of directors who held office at the expiration of the last annual meeting of the Corporation.
Stock Option Plan
At the Meeting, shareholders approved the replacement of the existing stock option plan of the Corporation to a new fixed option plan. No options have been issued pursuant to the new plan except all plan options outstanding at the time.
TSXV/NEX and CNSX
At the Meeting, shareholders approved the delisting of the Corporation's common shares and (along with the options to purchase commons shares) from the Toronto Stock Venture Exchange (NEX) in favor of listing on the CNSX, subject to all required regulatory approvals.
As part of the listing process, CNSX granted an exemption to the requirement to have a National Instrument (NI) 43-101 compliant report along with a description of where the technical information contained in the Listing Statement is derived.
ABOUT MUSKRAT MINERALS INCORPORATED
The Corporation's current operations are transacted through a wholly-owned subsidiary, VR Interactive International Inc. (the "VR Subsidiary"). The VR Subsidiary currently owns two patents on 360-degree image capture which are being maintained.
The Corporation has issued and outstanding 17,251,015 post consolidation common shares after the completion of all the transactions described above.
Neither CSNX Exchange nor its Regulation Services Provider (as that term is defined in the policies of the CSNX Exchange) accepts responsibility for the adequacy or accuracy of this release.
The Corporation seeks Safe Harbour.
For further information:
Francis MacKenzie, President & Director, Phone: 902.499.7150, Fax: 902.423.1624, E-mail: [email protected]