Loading...
Docoh

Altum Resource (ATUMF)

Filed: 22 Jun 20, 2:58pm

The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM D

Notice of Exempt Offering of Securities

OMB APPROVAL
OMB Number:3235-0076
Estimated average burden
hours per response:4.00

1. Issuer's Identity

CIK (Filer ID Number)Previous Names
XNone
Entity Type
0001815486
XCorporation
  Limited Partnership
  Limited Liability Company
  General Partnership
  Business Trust
  Other (Specify)

Name of Issuer
Altum Resource Corp.
Jurisdiction of Incorporation/Organization
BRITISH COLUMBIA, CANADA
Year of Incorporation/Organization
  Over Five Years Ago
XWithin Last Five Years (Specify Year)2019
  Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Altum Resource Corp.
Street Address 1Street Address 2
3148 HIGHLAND BOULEVARD
CityState/Province/CountryZIP/PostalCodePhone Number of Issuer
NORTH VANCOUVERBRITISH COLUMBIA, CANADAV7R 2X6604-562-7569

3. Related Persons

Last NameFirst NameMiddle Name
WALCHUKJAMES
Street Address 1Street Address 2
3148 HIGHLAND BOULEVARD
CityState/Province/CountryZIP/PostalCode
NORTH VANCOUVERBRITISH COLUMBIA, CANADAV7R 2X6
Relationship:XExecutive OfficerXDirector  Promoter

Clarification of Response (if Necessary):


Last NameFirst NameMiddle Name
BAILEYBLAINE
Street Address 1Street Address 2
3148 HIGHLAND BOULEVARD
CityState/Province/CountryZIP/PostalCode
NORTH VANCOUVERBRITISH COLUMBIA, CANADAV7R 2X6
Relationship:XExecutive OfficerXDirector  Promoter

Clarification of Response (if Necessary):


Last NameFirst NameMiddle Name
ROSSSTUART
Street Address 1Street Address 2
3148 HIGHLAND BOULEVARD
CityState/Province/CountryZIP/PostalCode
NORTH VANCOUVERBRITISH COLUMBIA, CANADAV7R 2X6
Relationship:  Executive OfficerXDirector  Promoter

Clarification of Response (if Necessary):


Last NameFirst NameMiddle Name
BURNSPATRICK
Street Address 1Street Address 2
3148 HIGHLAND BOULEVARD
CityState/Province/CountryZIP/PostalCode
NORTH VANCOUVERBRITISH COLUMBIA, CANADAV7R 2X6
Relationship:  Executive OfficerXDirector  Promoter

Clarification of Response (if Necessary):


Last NameFirst NameMiddle Name
RITCHIEMARLA
Street Address 1Street Address 2
3148 HIGHLAND BOULEVARD
CityState/Province/CountryZIP/PostalCode
NORTH VANCOUVERBRITISH COLUMBIA, CANADAV7R 2X6
Relationship:XExecutive Officer  Director  Promoter

Clarification of Response (if Necessary):


4. Industry Group

  Agriculture
Banking & Financial Services
  Commercial Banking
  Insurance
  Investing
  Investment Banking
  Pooled Investment Fund
Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?
  Yes  No
  Other Banking & Financial Services
  Business Services
Energy
  Coal Mining
  Electric Utilities
  Energy Conservation
  Environmental Services
  Oil & Gas
  Other Energy
Health Care
  Biotechnology
  Health Insurance
  Hospitals & Physicians
  Pharmaceuticals
  Other Health Care
  Manufacturing
Real Estate
  Commercial
  Construction
  REITS & Finance
  Residential
  Other Real Estate
  
Retailing
  
Restaurants
Technology
  Computers
  Telecommunications
  Other Technology
Travel
  Airlines & Airports
  Lodging & Conventions
  Tourism & Travel Services
  Other Travel
X
Other

5. Issuer Size

Revenue RangeORAggregate Net Asset Value Range
XNo Revenues  No Aggregate Net Asset Value
  $1 - $1,000,000  $1 - $5,000,000
  $1,000,001 - $5,000,000  $5,000,001 - $25,000,000
  $5,000,001 - $25,000,000  $25,000,001 - $50,000,000
  $25,000,001 - $100,000,000  $50,000,001 - $100,000,000
  Over $100,000,000  Over $100,000,000
  Decline to Disclose  Decline to Disclose
  Not Applicable  Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

  Rule 504(b)(1) (not (i), (ii) or (iii))
  Rule 504 (b)(1)(i)
  Rule 504 (b)(1)(ii)
  Rule 504 (b)(1)(iii)
XRule 506(b)
  Rule 506(c)
  Securities Act Section 4(a)(5)
  Investment Company Act Section 3(c)
  Section 3(c)(1)  Section 3(c)(9)  
  Section 3(c)(2)  Section 3(c)(10)
  Section 3(c)(3)  Section 3(c)(11)
  Section 3(c)(4)  Section 3(c)(12)
  Section 3(c)(5)  Section 3(c)(13)
  Section 3(c)(6)  Section 3(c)(14)
  Section 3(c)(7)

7. Type of Filing

XNew NoticeDate of First Sale2020-06-04  First Sale Yet to Occur
  Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year?
XYes  No

9. Type(s) of Securities Offered (select all that apply)

XEquity  Pooled Investment Fund Interests
  Debt  Tenant-in-Common Securities
XOption, Warrant or Other Right to Acquire Another Security  Mineral Property Securities
XSecurity to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire SecurityXOther (describe)
Each Unit consists of 1 common share and 2 separate 1/2 common share purchase warrants. Each whole Warrant A and whole Warrant B is exercisable for 1 common share at an exercise price of Cdn$0.35 and Cdn$0.50, respectively, per common share for 18 months.

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
  YesXNo

Clarification of Response (if Necessary):

11. Minimum Investment

Minimum investment accepted from any outside investor$0USD

12. Sales Compensation

Recipient
Recipient CRD Number  None
HAYWOOD SECURITIES (USA) INC.42072
(Associated) Broker or DealerXNone
(Associated) Broker or Dealer CRD NumberXNone
NoneNone
Street Address 1Street Address 2
200 BURRARD STREETSUITE 700
CityState/Province/CountryZIP/Postal Code
VANCOUVERBRITISH COLUMBIA, CANADAV6C 3L6
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
  All States
  Foreign/non-US
ARIZONA

Recipient
Recipient CRD Number  None
CANACCORD GENUITY WEALTH MANAGEMENT (USA) INC.7449
(Associated) Broker or DealerXNone
(Associated) Broker or Dealer CRD NumberXNone
NoneNone
Street Address 1Street Address 2
609 GRANVILLE STREETSTREET 2200
CityState/Province/CountryZIP/Postal Code
VANCOUVERBRITISH COLUMBIA, CANADAV7Y 1H2
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
  All States
  Foreign/non-US
CALIFORNIA

Recipient
Recipient CRD NumberXNone
LUCAS INVESTMENTS LTD.None
(Associated) Broker or DealerXNone
(Associated) Broker or Dealer CRD NumberXNone
NoneNone
Street Address 1Street Address 2
1141 STURDIES BAY ROAD
CityState/Province/CountryZIP/Postal Code
GALIANOBRITISH COLUMBIA, CANADAV0N 1P0
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
  All States
  Foreign/non-US
ARIZONA
CALIFORNIA
NEW YORK
WASHINGTON

Recipient
Recipient CRD NumberXNone
HENDRIK VAN ALPHENNone
(Associated) Broker or DealerXNone
(Associated) Broker or Dealer CRD NumberXNone
NoneNone
Street Address 1Street Address 2
#2300 ? 1177 WEST HASTINGS STREET
CityState/Province/CountryZIP/Postal Code
VANCOUVERBRITISH COLUMBIA, CANADAV6E 2K3
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
  All States
  Foreign/non-US
CALIFORNIA
FLORIDA

13. Offering and Sales Amounts

Total Offering Amount$2,102,640USD
or  Indefinite
Total Amount Sold$280,046USD
Total Remaining to be Sold$1,822,594USD
or  Indefinite

Clarification of Response (if Necessary):

The additional $1,822,594 may be received upon the exercise of share purchase warrants sold inside or outside the U.S. The U.S. dollar amount is based on the Bank of Canada daily average rate of exchange reported on 6/4/2020, which was Cdn$1.3508=USD$1.00

14. Investors

  
Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the 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:
12

15. Sales Commissions & Finder's 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$0USD
  Estimate
Finders' Fees$19,885USD
XEstimate

Clarification of Response (if Necessary):

Additional finder warrants were issued in connection with the offering.

16. Use of Proceeds

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.

$0USD
  Estimate

Clarification of Response (if Necessary):

In the ordinary course of business, the issuer may use some of the proceeds of the offering to pay salaries to certain of its executive officers and directors.

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:
  • Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*
  • Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of:  (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.
  • Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

IssuerSignatureName of SignerTitleDate
Altum Resource Corp.MARLA RITCHIEMARLA RITCHIECORPORATE SECRETARY2020-06-19

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.