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VANCOUVER, Jan. 26, 2015 /CNW/ - Eco Oro Minerals Corp.
("Eco Oro" or the "Company") (TSX: EOM) is pleased to announce
its intention to complete a non-brokered private placement (the
"Offering") of up to 3,896,104 common shares of the Company
("Common Shares") at $0.77 per Common
Share for gross aggregate proceeds of up to $3 million.
The net proceeds of the Offering will be used by Eco Oro for general working capital purposes.
There are currently 84,228,421 Common Shares outstanding without
giving effect to the Offering. Following completion of the
Offering, assuming it is fully subscribed, the Company will have a
total of 88,124,525 Common Shares outstanding.
Certain insiders of the Company, including Eco Oro's most significant shareholders, may
acquire Common Shares under the Offering. Any such participation
would constitute a "related party transaction" as defined under
Multilateral Instrument 61-101 Protection of Minority Security
Holders in Special Transactions ("MI 61-101"). Such
participation, however, is exempt from the valuation and minority
shareholder approval requirements of MI 61-101 based on the fact
that neither the fair market value of the Offering, nor the
consideration paid by such persons, exceeds 25% of the Company's
market capitalization.
The Offering is subject to receipt of approval to list the
Common Shares on the Toronto Stock Exchange. The Common Shares will
be subject to a hold period under applicable securities laws, which
will expire four months plus one day from the date of closing of
the Offering. The Company has not filed a material change report at
least 21 days prior to the anticipated closing of the Offering as
the terms of the transaction had not been established at that
time.
The securities to be issued under the Offering have not been,
and will not be, registered under the United States Securities Act
of 1933, as amended (the "U.S. Securities Act"), or any state
securities laws, and accordingly, may not be offered or sold within
the United States except in
compliance with the registration requirements of the U.S.
Securities Act and applicable state securities requirements or
pursuant to exemptions therefrom. This news release does not
constitute an offer to sell or a solicitation of an offer to buy
any of Eco Oro's securities in
the United States.
Company Profile
Eco Oro Minerals Corp. is a publicly-traded precious metals
exploration and development company with a portfolio of projects in
Colombia. Eco Oro has been focused on its wholly-owned,
multi-million ounce Angostura gold-silver deposit, located in
northeastern Colombia.
Eco Oro is committed to further
advancing the Angostura Project in a socially and environmentally
responsible manner that will be beneficial for all
stakeholders.
The Toronto Stock Exchange has not
reviewed
and does not accept responsibility for the adequacy or accuracy of
this news release.
Forward-Looking Statements
Certain statements in this news release are "forward-looking"
within the meaning of Canadian securities legislation. They include
statements with respect to the completion of the proposed Offering,
the price of the Common Shares issued pursuant to the Offering and
the use of proceeds from the Offering. Forward-looking statements
are necessarily based upon the current belief, opinions and
expectations of management that, while considered reasonable by the
Company, are inherently subject to significant business, economic,
competitive, political and social uncertainties and other
contingencies. Many factors could cause the Company's actual
results to differ materially from those expressed or implied in the
forward-looking statements. These factors include, among others,
the timeliness and success of regulatory approvals, market prices,
metal prices, availability of capital and financing, general
economic, market or business conditions, as well as other risk
factors set out under the heading "Risk Factors" in the Annual
Information Form dated March 6, 2014,
which is available on SEDAR at www.sedar.com. Investors are
cautioned not to put undue reliance on forward-looking statements
due to the inherent uncertainty therein.
SOURCE Eco Oro Minerals Corp.