Hunt Mining Corp. (the "
Company") (
TSX
VENTURE: "HMX") announces that Patagonia Gold PLC
(“
Patagonia”) has advised the Company that
Patagonia has revised its 2018 audited annual financial statement
(the “
Patagonia Statements”) in relation to
the translation of Patagonia's foreign operations, reported within
the Consolidated Statement of Comprehensive Income, which had
resulted in the loss for the year being overstated by US$4.87
million. The loss was originally reported as US$22.46 million and
the revised loss is US$17.59 million. The translation revision
arose from an error when accounting for hyperinflation, due to the
prevailing high inflation in Argentina, which resulted in Patagonia
having to make adjustments for hyperinflation for the first time in
its financial statements.
Within the Consolidated Statement of
Comprehensive Income, this overstatement in the loss for the year
was offset by the overstatement of profits on translation of
foreign operations, such that the total Comprehensive Loss of
Patagonia for the year remains unchanged, at US$10.59 million.
There is also no impact on reported net assets or underlying cash
flows. The amendment has resulted in an adjustment to net loss per
share (originally reported as 0.871p per share, revised to 0.687p
per share), and some presentational adjustments to the Consolidated
Cash Flow statement, the Statement of Changes in Equity and some
notes to the Patagonia Statements.
Patagonia's revised Annual Report and
Consolidated Financial Statements for the year ended
December 31, 2018, are now available on Patagonia's
website.
Patagonia has further advised the Company that
the Scheme Document in relation to the RTO was published and posted
to Patagonia Shareholders on June 20, 2019. The meetings
of the Patagonia Shareholders in respect of the RTO are set to be
held on July 12, 2019.
As further detailed in the Scheme Document, in
order to become Effective, the Scheme requires, amongst other
things, the approval of a majority in number of the Scheme
Shareholders present and voting in person or by proxy at the Court
Meeting, representing not less than 75% in value of the Scheme
Shares held by such Scheme Shareholders, together with the sanction
of the Court and the passing of the special resolution necessary to
implement the Scheme at the Patagonia General Meeting and the
Company having taken all necessary actions so that the Company’s
common shares resume trading on the TSX-V by no later than
14 days after the Effective Date.
If all required shareholder, court and
regulatory approvals are obtained and all other Conditions to the
RTO are satisfied or (if capable of waiver) waived, it is currently
expected that the Scheme will become effective on or about
July 22, 2019. Further information on the Scheme and
Patagonia can be found in the Company’s Filing Statement prepared
in relation to the RTO, which has been filed on SEDAR.
Capitalized terms in this news release, unless
otherwise defined herein, have the same meanings as set out in the
Scheme Document.
For more information, please contact:
Dean StuartInvestor RelationsT:
(403) 617-7609E: dean@boardmarker.net
Bob Little Chief Administration
OfficerT: (509) 290-5659E: blittle@huntmining.com
Cautionary Statements and Forward
Looking Information
Completion of the transaction is subject to a
number of conditions, including but not limited to, Exchange
acceptance and if applicable, disinterested shareholder approval.
Where applicable, the transaction cannot close until the required
shareholder approval is obtained. There can be no assurance that
the transaction will be completed as proposed or at all.
Investors are cautioned that, except as
disclosed in the filing statement prepared in connection with the
transaction, any information released or received with respect to
the transaction may not be accurate or complete and should not be
relied upon. Trading in the securities of Hunt Mining Corp. should
be considered highly speculative.
The TSX Venture Exchange Inc. has in no way
passed upon the merits of the proposed transaction and has neither
approved nor disapproved the contents of this news release.
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in policies
of the TSX Venture Exchange) accepts responsibility for the
adequacy or accuracy of this release.
This news release contains forward-looking
statements relating to the Proposed Transaction that are not
historical facts. Any such forward-looking statements may be
identified by words such as "expects", "anticipates", "believes",
"projects", "plans" and similar expressions. Readers are cautioned
not to place undue reliance on forward-looking statements, as there
can be no assurance that the plans, intentions or expectations upon
which they are based will occur. By their nature, forward-looking
statements involve numerous assumptions, known and unknown risks
and uncertainties, both general and specific, that contribute to
the possibility that the predictions, forecasts, projections and
other forward-looking statements will not occur, which may cause
actual performance and results in future periods to differ
materially from any estimates or projections of future performance
or results expressed or implied by such forward-looking statements.
Assumptions, risks and uncertainties include, among other things,
the risk that the Proposed Transaction will not be completed or
that the necessary approvals and/or exemptions are not obtained or
some other condition to the closing of the Proposed Transaction
will not be satisfied, the risk that the UK Court does not sanction
the Scheme in a timely manner, if at all, the risk that closing of
the Proposed Transaction could be delayed if Hunt and Patagonia are
not able to obtain the necessary approvals on the timelines
planned, the risk that the timing of obtaining required approvals,
closing conditions for the Proposed Transaction, state of the
economy in general and capital markets in particular, investor
interest in the business and future prospects of Hunt and Patagonia
will not occur in a timely manner, if at all, and may cause actual
results, performance or achievements to be materially different
from those implied by such assumptions, risks and
uncertainties.
The forward-looking statements contained in this
news release are made as of the date of this news release. Except
as required by law, Hunt and Patagonia disclaim any intention and
assume no obligation to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise, except as required by applicable securities law.
Additionally, Hunt and Patagonia undertake no obligation to comment
on the expectations of, or statements made, by third parties in
respect of the matters discussed above.
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