Aurcana Completes First Tranche of Subscription Receipt Offering
20 December 2018 - 1:00AM
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR
FOR DISSEMINATION IN THE UNITED STATES
Aurcana Corporation (TSX-V: AUN) (“
Aurcana” or the
“
Company”) announces the closing of the first
tranche of its non-brokered private placement (the “Offering”) of
subscription receipts (the “Subscription Receipts”), pursuant to
which the Company sold an aggregate of 5,621,800 Subscription
Receipts at a purchase price of $1.00 per Subscription Receipt for
aggregate gross proceeds to the Company of $5,621,800. The Offering
is being completed in connection with Aurcana’s planned acquisition
of Ouray Silver Mines, Inc. (“Ouray”) pursuant to a plan of
arrangement under the Canada Business Corporations Act (the
“Arrangement”). Concurrent with and subject to the closing of the
Arrangement, which shall include a 1 for 5 consolidation of
Aurcana’s outstanding common shares, each Subscription Receipt will
automatically convert into a unit (the “Unit”), consisting of one
post-consolidation common share (a “Share”), and one warrant
exercisable to acquire an additional Share at an exercise price of
$1.25 for a period of three years after issuance. The Company has
also received subscriptions for an additional 670,200 units sold on
a non-brokered private placements basis that will close
concurrently with the Arrangement (the “Additional Units”), the
Additional Units are priced on the same terms as the Units, and
will bring the aggregate gross proceeds raised concurrent with the
closing of the Arrangement to $6,292,000 excluding any additional
tranches. Further tranches of the Offering may be completed on or
before December 21, 2018.
Subject to the receipt of shareholder and court approval of the
Arrangement, and the fulfillment or waiver of other conditions
precedent to the closing of the Arrangement, it is anticipated that
the Arrangement will close on or about December 27, 2018, and that
the common shares of Aurcana will recommence trading on the TSX
Venture Exchange on December 31, 2018.
Disclaimers
Completion of the Arrangement is subject to a number of
conditions, including but not limited to, final Exchange
acceptance. The Arrangement cannot close until the required
shareholder approval is obtained. There can be no assurance that
the Arrangement will be completed as proposed or at all.
The Exchange has in no way passed upon the merits of the
Arrangement and has neither approved nor disapproved the contents
of this press release.
Neither the Exchange nor its Regulation Services Provider (as
that term is defined in the policies of the Exchange) accepts
responsibility for the adequacy or accuracy of this release.
This press release does not constitute an offer for sale or a
solicitation of an offer to buy, in the United States or to, or for
the account or benefit of, any "U.S. Person" (as such term is
defined in Regulation S under the U.S. Securities Act of 1933, as
amended (the "1933 Act")) of any equity or other securities of
Aurcana or Ouray. None of the securities to be issued pursuant to
the Arrangement have been or will be registered under the 1933 Act
or any applicable securities laws of any state of the United
States, and any securities issued in the Arrangement are
anticipated to be issued in reliance upon the exemptions from such
registration requirements of the 1933 Act provided by Section
3(a)(10) thereof and/or Section 4(a)(2) thereof and in accordance
with applicable exemptions under any applicable securities laws of
any state of the United States. The securities of the Resulting
Issuer to be issued in connection with the Offering have not been
and will not be registered under the 1933 Act or any applicable
securities laws of any state of the United States and may not be
offered or sold in the United States or to, or for the account or
benefit of, a U.S. Person absent registration under the 1933 Act or
an applicable exemption from the registration requirements of the
1933 Act and in accordance with all applicable securities laws of
any state of the United States.
ABOUT AURCANA CORPORATION
Aurcana Corporation owns the Shafter-Presidio Silver Project in
Texas, US. The Shafter-Presidio Silver Project was put on care and
maintenance in December 2013, in part due to depressed silver
prices.
ON BEHALF OF THE BOARD OF DIRECTORS OF AURCANA CORPORATION
“Kevin Drover”, President & CEO
For further information, visit the website at www.aurcana.com or
contact:
Aurcana Corporation
Phone: (604) 331-9333
Gary Lindsey, Corporate Communications
Phone: (720)-273-6224
Email: gary@strata-star.com
CAUTIONARY NOTES
This press release contains forward looking statements within
the meaning of applicable securities laws. The use of any of the
words “anticipate”, “plan”, “continue”, “expect”, “estimate”,
“objective”, “may”, “will”, “project”, “should”, “predict”,
“potential” and similar expressions are intended to identify
forward looking statements. In particular, this press release
contains forward looking statements concerning, without limitation,
the completion of the Shareholder Meeting and the Arrangement
(including the timing of completion and receipt of shareholder and
regulatory approvals therefor), the listing of the Company on the
Exchange and the completion and the receipt of the Company of
additional proceeds in subsequent tranches of the Offering.
Although the Company believes that the expectations and assumptions
on which the forward looking statements are based are reasonable,
undue reliance should not be placed on the forward looking
statements because the Company cannot give any assurance that they
will prove correct. Since forward looking statements address future
events and conditions, they involve inherent assumptions, risks and
uncertainties. Actual results could differ materially from those
currently anticipated due to a number of assumptions, factors and
risks. These assumptions and risks include, but are not limited to,
assumptions and risks associated with the receipt of regulatory or
shareholder approvals, and risks related to the state of financial
markets or future metals prices.
Management has provided the above summary of risks and
assumptions related to forward looking statements in this press
release in order to provide readers with a more comprehensive
perspective on the Company’s future operations. The Company’s
actual results, performance or achievement could differ materially
from those expressed in, or implied by, these forward looking
statements and, accordingly, no assurance can be given that any of
the events anticipated by the forward looking statements will
transpire or occur, or if any of them do so, what benefits the
Company will derive from them. These forward looking statements are
made as of the date of this press release, and, other than as
required by applicable securities laws, the Company disclaims any
intent or obligation to update publicly any forward looking
statements, whether as a result of new information, future events
or results or otherwise.
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