/NOT FOR DISTRIBUTION IN THE U.S. OR DISSEMINATION THROUGH
U.S. NEWSWIRE SERVICES/
VANCOUVER, Oct. 15, 2019 /CNW/ - AbraPlata
Resource Corp. (TSX.V:ABRA; OTCPK: ABBRF)
("AbraPlata" or the "Company") is pleased to announce that, subject
to TSX Venture Exchange approval, it will conduct a non-brokered
private placement of units ("Units") at a price of CAD$0.06 per Unit (the "Financing"). Pursuant to
the Financing, the Company is targeting to raise approximately
CAD$1,500,000 through the issuance of
25,000,000 Units.
Each Unit will consist of one common share in the equity of the
Company and one share purchase warrant (each, a "Warrant"). Each
Warrant entitles the holder to purchase one additional common share
in the equity of the Company at a price of CAD$0.10 per share for a period of two years from
the closing date of the Financing.
The proceeds of the Financing will be used to commence a diamond
drill program at the Diablillos silver-gold project and for general
working capital purposes. The Company may pay finder's fees in
respect to the Financing. Securities issued as a result of the
Financing will be subject to a statutory hold period of four
months. Closing of the Financing is expected by October 31, 2019.
Rob Bruggeman, Interim CEO of
AbraPlata stated, "The transaction with Aethon is proceeding very
well. AbraPlata has been working with Aethon to define a drill
program for the Diablillos silver-gold project and proceeds from
the financing would allow us to commence that drill program at an
earlier date than if we wait for the Aethon transaction to close.
Aethon and AbraPlata's geologists have outlined a drill program of
approximately 3,000 metres of diamond drilling, in seven or eight
holes, that will test extensions of high grade zones under the
current resource at the Oculto deposit."
The securities offered 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 U.S. state securities
laws, and may not be offered or sold in the United States or to, or for the account or
benefit of, United States persons
absent registration or any applicable exemption from the
registration requirements of the U.S. Securities Act and applicable
U.S. state securities laws. This news release does not constitute
an offer to sell or the solicitation of any offer to buy securities
in the United States, nor in any
other jurisdiction.
On September 12, 2019, AbraPlata
and Aethon Minerals Corp. ("Aethon") (TSX-V: AET)
jointly announced that they had entered into an arrangement
agreement (the "Arrangement Agreement"), pursuant to which
AbraPlata will acquire all of the outstanding common shares of
Aethon by way of a plan of arrangement pursuant to the Canada
Business Corporations Act (the "Arrangement").
Under the terms of the Arrangement Agreement, completion of the
Financing requires the prior consent of Aethon. Aethon has given
its consent to AbraPlata to complete the Financing, subject to
having the right to review and comment upon the pertinent Financing
documentation. In order to accommodate completion of the Financing
prior to implementing the Arrangement, Aethon and AbraPlata have
agreed to amend the Arrangement Agreement to extend by,
approximately one month, the respective dates by which the proxy
materials in respect of the meeting of Aethon's shareholders to
approve the Arrangement (the "Aethon Meeting") must be mailed, the
date by which the Aethon Meeting must be held, and the date by
which the Arrangement must take effect. The parties have also
agreed to increase the break fee payable in the event that either
party terminates the Arrangement under certain prescribed
circumstances, including termination in connection with pursuing an
alternative transaction, from CAD$250,000 to CAD$500,000. The Arrangement is expected to close
in December 2019.
John Miniotis, Interim CEO of
Aethon stated, "Aethon has done considerable technical work on the
Diablillos silver-gold project since early 2019 and that work is
continuing as the transaction proceeds towards closing. The Oculto
deposit at Diablillos has zones with impressive silver and gold
grades that remain open at depth. Like AbraPlata, we are eager to
conduct a drill program to test the continuation of high grade
gold-rich zones underneath the current resource. With this proposed
financing, we should be able to start drilling in order to have
assay results early in the new year."
About AbraPlata
AbraPlata is focused on exploring and
advancing its flagship Diablillos silver-gold property, located in
mining-friendly Salta province, Argentina. Diablillos has an Indicated Mineral
Resource containing 80.9M oz silver
and 732k oz gold. AbraPlata also owns
the highly prospective Cerro Amarillo property with its cluster of
five mineralized Cu-(Mo-Au) porphyry intrusions located in a mining
camp hosting the behemoth El Teniente, Los Bronces, and Los
Pelambres porphyry Cu-Mo deposits. As well, AbraPlata is exploring
Aguas Perdidas, its wholly owned Patagonia-style epithermal Au-Ag
property. AbraPlata is based in Vancouver, Canada, and is listed on the TSX-V
under the symbol "ABRA".
About Aethon Minerals
Aethon Minerals is a mineral
exploration company focused on creating shareholder value. Aethon
has a large prospective land position consisting of over 100,000
hectares along prolific mining belts located in the Antofagasta and Maricunga regions of northern
Chile. The Company has an earn-in
agreement with option to joint venture with Rio Tinto on the Arcas
project in Chile, whereby Rio
Tinto can fund up to US$25 million in
exploration expenditures to earn up to a 75% interest in Arcas.
Aethon believes it is uniquely positioned for growth and is
actively pursuing selective exploration-stage growth opportunities.
Aethon is based in Toronto,
Canada, and is listed on the TSX-V under the symbol
"AET".
Qualified Person
All scientific and technical information in this news release
has been approved by Willem Fuchter,
PhD PGeo, director of AbraPlata and a qualified person as defined
by National Instrument 43-101.
Cautionary Statements
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 news release.
This press release contains "forward -looking information"
within the meaning of applicable Canadian securities laws. Any
statements that express or involve discussions with respect to
predictions, expectations, beliefs, plans, projections, objectives,
assumptions or future events or performance (often, but not always,
identified by words or phrases such as "believes", "anticipates",
"expects", "is expected", "scheduled", "estimates", "pending",
"intends", "plans", "forecasts", "targets", or "hopes", or
variations of such words and phrases or statements that certain
actions, events or results "may", "could", "would", "will",
"should" "might", "will be taken", or "occur" and similar
expressions) are not statements of historical fact and may be
forward-looking statements. Forward-looking information herein
includes, but is not limited to, statements that address
activities, events or developments that Aethon and AbraPlata expect
or anticipate will or may occur in the future, including statements
with respect to the Financing and the Arrangement and the
likelihood that the Financing will close and that the Arrangement
will be consummated on the terms and timeline provided herein or at
all.
In respect of the forward-looking statements and information
concerning the likelihood that the Financing and the Arrangement
will be consummated, Aethon and AbraPlata have provided such
statements and information in reliance on certain assumptions that
they each believe are reasonable at this time, including
assumptions as to the ability of AbraPlata to complete the
Financing, the ability of the parties to receive, in a timely
manner and on satisfactory terms, the necessary regulatory, court,
stock exchange and shareholder approvals where applicable; the
ability of the parties to satisfy, in a timely manner, the other
conditions to the completion of the Arrangement; general
assumptions respecting the business and operations of both Aethon
and AbraPlata, including that each business will continue to
operate in a manner consistent with past practice and pursuant to
certain industry and market conditions; and other expectations and
assumptions concerning the Arrangement. Although Aethon and
AbraPlata believe that the expectations reflected in these
forward-looking statements are reasonable, neither Aethon nor
AbraPlata can give assurance that these expectations will prove to
have been correct, that the Financing and the Arrangement will be
completed or that they will be completed on the terms and
conditions contemplated in this press release.
Factors that could cause future results or events to differ
materially from current expectations expressed or implied by the
forward-looking statements include significant transaction costs or
unknown liabilities; general business, economic, competitive,
political and social uncertainties; the state of capital markets;
risks relating to (i) the ability of the parties to satisfy the
closing conditions set out in the Arrangement Agreement, including
receipt of all requisite regulatory, court and stock exchange
approvals, as applicable; (ii) an alternative transaction
materializing prior to the completion of the Arrangement; (iii) the
impact on the respective businesses, operations and financial
condition of AbraPlata and Aethon resulting from the failure to
complete the Financing or the Arrangement on terms described or at
all; (iv) unforeseen challenges in integrating the businesses of
AbraPlata and Aethon, (vii) failure to realize the anticipated
benefits of the Arrangement, (viii) other unforeseen events,
developments, or factors causing any of the aforesaid expectations,
assumptions, and other factors ultimately being inaccurate or
irrelevant; and other risks described in AbraPlata's and Aethon's
documents filed on the SEDAR website at www.sedar.com.
Statements of mineral resources also constitute forward-looking
information to the extent they represent estimates of
mineralization that will be encountered on a property and/or
estimates regarding future costs, revenues and other matters.
Although Aethon and AbraPlata have attempted to identify important
factors that could cause actual actions, events or results to
differ materially from those described in forward-looking
information, there may be other factors that cause actions, events
or results not to be as anticipated, estimated or intended. There
can be no assurance that such information will prove to be
accurate, and actual results and future events could differ
materially from those anticipated in such information. Accordingly,
readers should not place undue reliance on forward-looking
information. Neither Aethon nor AbraPlata undertakes to update any
forward-looking information except in accordance with applicable
securities laws.
SOURCE Aethon Minerals
