Euromax Issues Warrants to Investec Bank plc
July 18 2014 - 12:01PM
Marketwired Canada
Euromax Resources Ltd. (TSX VENTURE:EOX): ("Euromax" or the "Company") announces
that it has issued to Investec Bank plc ("Investec") a total of 12,195,122
warrants (the "Warrants") pursuant to the letter agreement dated February 22,
2013, as amended April 3, 2014, between the Company and Investec, the terms of
which were previously announced in the Company's news releases dated January 23
and March 8, 2013. Each Warrant is exercisable to acquire one common share of
the Company (a "Share") at a price of C$0.41 per Share until July 18, 2019.
As a result of the aforementioned issuance: (a) Investec now holds 9,259,259
Shares and 12,195,122 Warrants, representing approximately 10.85% of the
Company's outstanding Shares on an undiluted basis and 22% on a partially
diluted basis (assuming exercise in full of the Warrants held by Investec only);
and (b) Investec could become a "Control Person", as defined under the policies
of the TSX Venture Exchange ("TSXV"), of the Company upon exercise of the
Warrants.
The certificate representing Warrants provides that Investec shall not be
entitled to exercise the Warrants where, following such exercise, Investec would
hold more than 19.9% of the then issued and outstanding Shares, unless the
Company has received shareholder and any other requisite approvals. Accordingly,
the Company may seek shareholder approval in respect of the foregoing at the
next scheduled meeting of shareholders.
In addition, in the event that Investec wishes to transfer all or a portion of
the Warrants representing more than 10% of the then issued and outstanding
Shares, Euromax would have the right to match or find an alternative purchaser
for such Warrants.
About Euromax Resources Ltd.
Euromax is a Canadian exploration and development Company with gold and base
metal assets in Macedonia and Serbia and an exploration services company in
Bulgaria. We are focused on developing mineral resources in Southeastern Europe,
with the objective of becoming a world-class mining company in the region. Our
strength lies in our corporate and local management and technical expertise in
Macedonia, Bulgaria and Serbia.
This news release contains forward-looking statements including but not limited
to statements regarding the potential creation of a new Control Person and the
Company seeking shareholder and other requisite approvals in respect of same. In
making the forward-looking statements in this release, the Company has applied
certain factors and assumptions that are based on information currently
available to the Company as well as the Company's current beliefs and
assumptions made by the Company, including that at all relevant times the
outstanding Shares remain at a number at which the holdings of Investec would
exceed 20% of outstanding Shares on a partially diluted basis. Although the
Company considers these assumptions to be reasonable based on information
currently available to it, they may prove to be incorrect, and the
forward-looking statements in this release are subject to numerous risks,
uncertainties and other factors that may cause future results to differ
materially from those expressed or implied in such forward-looking statements.
Such risk factors include, among others, that the Company will not receive the
updated resource estimates or the necessary regulatory approvals within the
anticipated time frame. Readers are also encouraged to review all Company
documents filed with the securities authorities in Canada, including the
Management Discussion and Analysis in respect of the Company's recent financial
statements under the heading "Operational and Other Business Risks", which
documents describe material factors and assumptions and risks that apply to the
forward- looking statements in this release. Readers are cautioned not to place
undue reliance on forward-looking statements. The Company does not intend, and
expressly disclaims any intention or obligation to, update or revise any
forward-looking statements whether as a result of new information, future events
or otherwise, except as required by law.
Neither 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.
FOR FURTHER INFORMATION PLEASE CONTACT:
Euromax Resources Ltd.
Steve Sharpe
President & CEO
+44 (0)20 3667 2970
ssharpe@euromaxresources.co.uk
Euromax Resources Ltd.
Varshan Gokool
Chief Financial Officer
+44 (0)20 3667 2970
vgokool@euromaxresources.co.uk
www.euromaxresources.com
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