Company to sell units of 8 million shares, warrants with voting rights
By Susanna Moon
Chicago, Aug. 23 - EPM Mining Ventures Inc. said it entered into an agreement with Gusiute Holdings (UK) Ltd., an indirect wholly owned subsidiary of Tata Chemicals Ltd., for a C$16 million private placement of units.
EPM will issue units of 8 million voting common shares and 8 million warrants. Each warrant will be exercisable at C$2.00 per share for 12 months after the close of the offering.
The strike price is an 8.11% premium to the company's closing price on Aug. 22, C$1.85.
Proceeds will be used for the further evaluation of the company's properties and for general working capital.
Settlement will take place on the third business day following the satisfaction or waiver of the closing conditions specified in the subscription agreement.
EPM will grant some rights to Gusiute as long as the company and its affiliates beneficially own, control or direct at least 15% of the outstanding shares, including the right to designate board directors to be nominated by EPM based on its proportionate number of shares.
Gusiute will agree to standstill restrictions for up to five years, to being prohibited from transferring any EPM securities except in limited circumstances for two years and to vote shares for the board nominees proposed by management for the period ending on the date on which Gusiute, its affiliates and other joint actors beneficially own, control or direct more than 50% of the shares.
EPM also announced that the founding shareholders of EPM, Lance D'Ambrosio and Jeff Gentry, have entered into an agreement with Gusiute to sell the company 4,378,000 shares at C$2.00 each.
The issuer is a Toronto mining company.
| Issuer: | EPM Mining Ventures Inc.
|
| Issue: | Units of 8 million shares and 8 million warrants
|
| Amount: | C$16 million
|
| Price: | C$16 million
|
| Warrants: | For 8 million
|
| Warrant strike price: | C$2.00
|
| Warrant expiration: | 12 months
|
| Investor: | Gusiute Holdings (UK) Ltd.
|
| Pricing date: | Aug. 23
|
| Stock symbol: | Canada: EPK
|
| Stock price: | C$1.85 at close Aug. 22
|
| Market capitalization: | C$156.31 million
|
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