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IDEX Metals Completes Qualifying Transaction
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Vancouver, B.C. May 30, 2025 – TheNewswire - IDEX Metals Corp. (formerly named Goodbridge Capital Corp.) (TSX-V: GODB.P) (the "Company") is pleased to announce that it has completed its previously announced acquisition (the “Transaction”) of Idaho Silver Corp. (formerly named IDEX Metals Corp.) (“IDEX”), which constitutes the “Qualifying Transaction” of the Company pursuant to TSX Venture Exchange (the “Exchange”) Policy 2.4 – Capital Pool Companies.
The Transaction
Prior to completing the Transaction, the Company changed its name from “Goodbridge Capital Corp.” to “IDEX Metals Corp.” and consolidated its share capital (the “Consolidation”) on the basis of 3 (old) common shares for 1 (new) common share.
Pursuant to the terms of the Transaction, the Company acquired all of the issued and outstanding shares of IDEX through a three-cornered amalgamation involving a wholly-owned subsidiary of the Company and IDEX. All outstanding securities of IDEX were exchanged for post-Consolidation securities of the Company on a 1:1 basis. In connection with the Transaction, the Company issued 36,192,113 common shares to former shareholders of IDEX. Further details regarding the Transaction can be found in the company's Filing Statement (the “Filing Statement”) dated May 20, 2025 filed under the company's profile on SEDAR+.
Subject to receipt of final approval of the Exchange, it is anticipated that the common shares of the Company will commence trading on the Exchange under the ticker symbol "IDEX" on or about June 10, 2025 as a Tier 2 issuer.
In connection with the Transaction, in accordance with the requirements of the Exchange, certain securityholders of the Company have entered into a Tier 2 Value Security Escrow Agreement (the “Escrow Agreement”) in respect of 17,141,667 common shares, 950,000 stock options and 4,100,000 restricted stock units of the Company. Under the terms of the Escrow Agreement, 10% of such escrowed securities will be released upon issuance of the final bulletin of the Exchange in respect of the Transaction, with subsequent 15% releases occurring 6, 12, 18, 24 and 30 months from such date.
Going forward, the Company will be a natural resource company engaged in the acquisition, development and operation of mineral properties, with its principal focus at this stage on the exploration and development of IDEX’s Freeze Project in the State of Idaho.
Concurrent Financings
As previously announced, IDEX completed a brokered subscription receipt financing (the “SR Offering”) with Canaccord Genuity Corp., Red Cloud Securities Inc. and Research Capital Corporation (collectively, the “Agents”) for gross proceeds of $4,410,000. In connection with the completion of the Transaction, each subscription receipt converted into one common share and one-half of a warrant of IDEX, which were immediately exchanged for post-Consolidation common shares and warrants of the Company pursuant to the Transaction. In connection with the conversion of the subscription receipts the proceeds of the SR Offering were released from escrow.
In addition, concurrent with closing of the Transaction, the Company completed a brokered private placement of 1,200,000 units of the Company (“Units”) at a price of $0.50 per unit for gross proceeds of $600,000 (the “Unit Offering,” and together with the SR Offering, the “Offerings”), resulting in aggregate gross proceeds from the Offerings of $5,010,000. Each Unit consisted of one post-Consolidation common share and one-half of a warrant of the Company. The warrants issued in connection with the Offerings will be exercisable at a price of $0.70 per share at any time prior to May 30, 2027.
All securities issued in connection with the Unit Offering are subject to a statutory hold period of four months plus one day from the date of issuance, in accordance with applicable Canadian securities laws.
In connection with the Unit Offering, the Company paid the Agents a cash fee of $42,000 and 84,000 broker warrants (the “Broker Warrants”). Each Broker Warrant entitles the holder to acquire one common share of the Company at an exercise price of $0.50 per share at any time prior to May 30, 2027.
Proceeds from the Offerings will be used to fund exploration and development activities at the Company’s mineral properties in Idaho as well as for general working capital purposes. For more information, refer to the Company’s Filing Statement, which is available under the company's profile on SEDAR+.
Board and Management
In connection with the completion of the Transaction, the Company is pleased to announce its Board of Directors as follows: Johnathan Dewdney, Simon Dyakowski, Clayton Fisher and Anne Labelle. In addition, the Company is pleased to announce its executive management as follows: Clayton Fisher (CEO), Eric Tsung (CFO and Corporate Secretary), Sharyn Alexander (Vice-President, Corporate Development) and David Hladky (Vice-President, Exploration).
Investor Relations
On April 8, 2025, IDEX entered into a media services contract with Market One Media Group Inc. (“Market One”), a corporation located in Vancouver, British Columbia. Pursuant to the agreement, Market One will provide certain media and marketing services to the Company in consideration for a cash fee of $100,000 plus tax, payable within thirty days of Market One invoicing the Company for the services provided. No securities will be issued to Market One pursuant to the agreement. The term of the Market One agreement will be for 12 months beginning from the date of the onboarding meeting between the parties or the payment date, whichever is later. Market One holds no securities of the Company and has no right or intention to acquire securities.
On May 30, 2025, IDEX entered into an advertising agreement with Caesar Holdings BV (“Caesar Holdings”), a limited liability company located in De Panne, Belgium. Pursuant to the agreement, the Company will become a sponsor of caesarsreport.com, a website owned and operated by Caesar Holdings, and as consideration Caser Holdings will provide advertising and marketing services to the Company. IDEX will pay a cash fee of €9,750 to Caesar Holdings, with 25% of the fee payable upon entering into the agreement and 25% payable each four months thereafter. No securities will be issued to Caesar Holdings pursuant to the agreement. The Caesar Holdings agreement will terminate on April 30, 2026. Caesar Holdings holds 30,000 common shares and 15,000 warrants of the Company acquired pursuant to the SR Offering, and has no other right or intention to acquire additional securities.
About IDEX Metals Corp.
IDEX Metals Corp. is a mineral exploration company focused on advancing a portfolio of base and precious metal projects in Idaho, USA. IDEX is primarily focused on the exploration and development of the Freeze Copper-Gold porphyry prospect located in the newly discovered Hercules Copper District, Washington County, Idaho. With a strategic land position in a top-tier mining jurisdiction and surrounded by major industry players, IDEX is committed to redefining district-scale exploration in Idaho.
For more information, please visit https://idexmetals.com/.
ON BEHALF OF THE BOARD OF DIRECTORS OF IDEX METALS CORP.
Clayton Fisher, CEO & Director
For further information regarding IDEX contact:
Sharyn Alexander
Vice President, Corporate Development
info@idexmetals.com
1.672.339.3473
Cautionary Note Regarding Forward-Looking Statements
Statements contained in this news release that are not historical facts may be forward-looking statements, including statements in respect of the final Exchange approval and listing date and the proposed use of proceeds from the Offerings. These forward-looking statements involve risks, uncertainties and other factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. In addition, the forward-looking statements require management to make assumptions and are subject to inherent risks and uncertainties. There is significant risk that the forward-looking statements will not prove to be accurate, that the management’s assumptions may not be correct and that actual results may differ materially from such forward-looking statements. Accordingly, readers should not place undue reliance on the forward-looking statements. Generally forward-looking statements can be identified by the use of terminology such as “anticipate”, “will”, “expect”, “may”, “continue”, “could”, “estimate”, “forecast”, “plan”, “potential” and similar expressions. These forward-looking statements are based on a number of assumptions which may prove to be incorrect which, without limiting the generality of the following, include: risks inherent in exploration activities; the impact of exploration competition; unexpected geological or hydrological conditions; changes in government regulations and policies, including trade laws and policies; failure to obtain necessary permits and approvals from government authorities; volatility and sensitivity to market prices; volatility and sensitivity to capital market fluctuations; the ability to raise funds through private or public equity financings; environmental and safety risks including increased regulatory burdens; weather and other natural phenomena; and other exploration, development, operating, financial market and regulatory risks. The forward-looking statements contained in this press release are made as of the date hereof or the dates specifically referenced in this press release, where applicable. Except as required by applicable securities laws and regulation, the Company disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. All forward-looking statements contained in this press release are expressly qualified by this cautionary statement.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.