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Trading Symbols
AIM: AGQ
TSX-V:
AGQ
FWB: I3A
LONDON, UK, Sept. 22, 2015 /CNW/ - Arian Silver
Corporation (the "Company"), a silver mining company focussed on
silver projects in the silver belt of Zacatecas, Mexico, announces today the
positive advancement of its financing discussions and the signing
of a letter of intent and non-binding term sheet with Quintana AGQ
Holding Co. LLC ("Quintana"), approved by the independent directors
of the Company.
On 29 October 2014, the Company
issued to Quintana by private placement, a US$16,452,343 senior secured convertible note
(the "Loan Note"). The Company and Quintana have signed a letter of
intent to negotiate exclusively until not later than 31 October 2015 to amend the investment agreement
between the parties and restructure the Loan Note.
It is envisaged that the Loan Note will be amended to
accommodate up to US$10 million
additional finance from Quintana and that the conversion price be
amended to be equal to Market Price (within the meaning of TSX-V
policy) per common share provided such Market Price is not greater
than C$0.165 per common share.
The proceeds from any additional finance received will be
applied to mine development, capital expenditure on the processing
plant to increase its capacity, general operating expenditure and
working capital.
Quintana is a related party of the Company under Canadian
securities law and the transaction would be a related party
transaction for the purposes of Canadian securities law. The
Company proposes to rely on the "financial hardship" exemption from
minority shareholder approval requirements under Canadian
securities law.
The proposed arrangement is subject to the parties entering into
definitive agreements and TSX Venture Exchange approval; further
details will be announced as appropriate, in due course.
The trading halt on the TSX Venture Exchange is expected to be
revoked following market opening on that exchange on 22 September 2015.
Forward-Looking Information
This press release contains certain "forward-looking
information". All statements, other than statements of historical
fact that address activities, events or developments that the
Company believes, expects or anticipates will or may occur in the
future. This forward-looking information reflects the current
expectations or beliefs of the Company based on information
currently available to the Company as well as certain assumptions
(including that the Company will be able to conclude a definitive
agreement with Quintana to amend the investment agreement and to
restructure the Loan Note). Forward-looking information is subject
to a number of significant risks and uncertainties and other
factors that may cause the actual results of the Company to differ
materially from those discussed in the forward-looking information,
and even if such actual results are realized or substantially
realized, there can be no assurance that they will have the
expected consequences to, or effects on the Company. Factors that
could cause actual results or events to differ materially from
current expectations include, but are not limited to, the failure
to achieve a definitive agreement with Quintana and failure to
obtain TSX Venture Exchange approval of the proposed
transaction.
Any forward-looking information speaks only as of the date on
which it is made and, except as may be required by applicable
securities laws, the Company disclaims any intent or obligation to
update any forward-looking information, whether as a result of new
information, future events or results or otherwise. Although the
Company believes that the assumptions inherent in the
forward-looking information are reasonable, forward-looking
information is not a guarantee of future performance and
accordingly undue reliance should not be put on such information
due to the inherent uncertainty therein.
Neither the TSX Venture Exchange nor its Regulation
Services Provider (as that term is defined in the policies of the
TSX Venture Exchange) and no stock exchange, securities commission
or other regulatory authority accepts responsibility for the
adequacy or accuracy of this release nor approved or disapproved of
the information contained herein.
SOURCE Arian Silver Corporation
