Latin American Minerals Announces Private Placement of Special Warrants
July 24, 2020 – Toronto, Ontario – Latin American Minerals Inc. (TSXV: LAT) (the “Company”) is pleased to announce a non-brokered private placement (the “Offering”) of up to 125,000,000 special warrants (the “Special Warrants”) at a price of $0.01 per Special Warrant (the “Purchase Price”) for gross proceeds of up to $1,250,000 (the “Offering”). In connection with the Offering the Company intends to complete a consolidation (the “Consolidation”) of its common shares (Each, a “Common Share”) on the basis of one post-Consolidation Common Shares for each ten pre-Consolidation Commons Shares. Following the Consolidation, each Special Warrant is exchangeable, for no additional consideration, into one unit of the Company (each a “Unit”). Each Unit will be comprised of one Common Share and one Common Share purchase warrant of the Company (each, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Common Share for a period of twelve (12) months after the closing date of the Offering at a price of $0.10 per Common Share.
The Special Warrants shall be automatically exchanged for Common Shares upon satisfaction of the following conditions (collectively the “Exercise Conditions”):
the completion of the Consolidation;
receipt of approval of the TSX Venture Exchange (the “TSXV”) for the Offering and the Consolidation; and
receipt of all regulatory and shareholder approvals required for the Offering and the Consolidation.
The Consolidation must be approved by not less than two-thirds of the votes cast by the shareholders at the next meeting of the shareholders of the Company to be held on September 8, 2020.
The Company shall use its reasonable best efforts to satisfy the Exercise Conditions. In the event that the Exercise Conditions are not satisfied on the date that is six months after the closing date of the Offering, the Special Warrants shall be redeemed at the Purchase Price for the Special Warrants. It is expected that the closing of the Offering will occur on or before August 12, 2020.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities 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 may not be offered or sold within the United States or to U.S. Persons as defined under applicable United States securities laws unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. For more information, please contact:
Mathew Wilson, President & CEO
Toronto: (416) 643-7630
The Company’s public documents may be accessed at www.sedar.com.
For further information, please visit our website at www.latinamericanminerals.com or email us at
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 release.
This news release contains certain “forward-looking information” within the meaning of applicable securities laws. Forward looking information is frequently characterized by words such as “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “may”, “will”, “would”, “potential”, “proposed” and other similar words, or statements that certain events or conditions “may” or “will” occur. These statements are only predictions. Forward-looking information is based on the opinions and estimates of management at the date the information is provided, and is subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information. For a description of the risks and uncertainties facing the Company and its business and affairs, readers should refer to the Company’s Management’s Discussion and Analysis. The Company undertakes no obligation to update forward-looking information if circumstances or management’s estimates or opinions should change, unless required by law. The reader is cautioned not to place undue reliance on forward-looking information.
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