Dynasty Announces Reliance on Financial Hardship Exemption in Respect of Private Placement Financing
(firmenpresse) - VANCOUVER, BRITISH COLUMBIA -- (Marketwired) -- 08/30/16 -- Further to its press release of August 16, 2016, Dynasty Metals & Mining Inc. ("Dynasty" or the "Company") (TSX: DMM)(OTCQX: DMMIF) would like to provide additional disclosure concerning elements of the proposed private placement (the "Private Placement") of common shares of the Company (each, a "Share") to Keith Piggott, Javier Reyes and Gregg Sedun (collectively, the "Lead Investors") as well as other investors (collectively, with the Lead Investors, the ("Investors"), which are required pursuant to the policies of the Toronto Stock Exchange (the "TSX") in connection with a financial hardship exemption, as follows:
Financial Hardship Exemption
As the aggregate number of Shares issuable pursuant to the Private Placement and the Shares for Debt Settlement exceeds 25% of the currently issued and outstanding Shares (and the price per Share is less than the market price under TSX policies), and since greater than 10% of the currently issued and outstanding Shares are issuable to insiders of the Company, Dynasty would ordinarily be required to obtain shareholder approval pursuant to Sections 607(g)(i) and (ii) of the TSX Company Manual (the "Manual"). However, the Company has applied to the TSX, pursuant to the provisions of Section 604(e) of the Manual, for a "financial hardship" exemption from the requirements to obtain shareholder approval, on the basis that the Company is in serious financial difficulty and that the Private Placement and the Shares for Debt Settlement are designed to improve the Company's financial situation. The application was made upon the recommendations of the special committee of the board of directors of the Company, free from any interest in the transactions and unrelated to the parties involved in the transactions, and was based on their determination that the transactions are reasonable for Dynasty in the circumstances.
The Company expects that, as a consequence of its financial hardship application, the TSX will place Dynasty under remedial delisting review, which is normal practice when a listed issuer seeks to rely on this exemption. Although the Company believes that it will be in compliance with all continued listing requirements of the TSX upon conclusion of the delisting review, no assurance can be provided as to the outcome of such review and therefore, continued qualification for listing on the TSX.
As of June 30, 2016, in addition to outstanding amounts owing to workers at the Company's Zaruma Gold project and to Vertex Managed Portfolio and Vertex Enhanced Income Fund, the Company has significant overdue accounts payable of approximately US$10.3 million in the aggregate, which is comprised of amounts owing to creditors, income taxes, royalties, sales taxes and other withholding taxes owed to the Ecuadorian Government. The proposed Private Placement and Shares for Debt Settlement are important steps for Dynasty in funding further development of its mining projects in Ecuador, as they will allow the Company to settle the foregoing debt obligations and maintain its mining concessions.
About Dynasty Metals & Mining Inc.
Dynasty Metals & Mining Inc. is a Canadian based mining company involved in the mining, exploration and development of mineral properties in Ecuador. The Company is currently focused on gold production and continued development at its Zaruma Gold Project. The Company also owns the Dynasty Goldfield Project, a permitted property 180km southwest of the Zaruma project, and the Jerusalem Project, an exploration property immediately south of the Fruta del Norte project.
For further information please visit the Company's website at .
Forward-Looking Information
This news release contains statements which are, or may be deemed to be, "forward-looking information" which are prospective in nature. Often, but not always, forward-looking information can be identified by the use of forward-looking words such as "plans", "expects" or "does not expect", "is expected", "scheduled", "estimates", "forecasts", "projects", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved. Such information in this news release includes, without limitation, statements regarding the risk that the Company may not be able to access additional capital pursuant to the proposed Private Placement, that the Company will not be granted the financial hardship exemption from the TSX, that the funds raised pursuant to the proposed Private Placement will be sufficient for the Company to carry on as a going concern for six months without additional funds and other factors beyond our control. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause Dynasty's actual results, revenues, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Important risks that could cause Dynasty's actual results, revenues, performance or achievements to differ materially from Dynasty's expectations include, among other things, risks found in Dynasty's Annual Information Form for the year ended December 31, 2015, which is available on SEDAR at . Other than in accordance with regulatory obligations, Dynasty is not under any obligation and Dynasty expressly disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Contacts:
Dynasty Metals & Mining Inc.
Robert Washer
CEO
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Datum: 30.08.2016 - 23:42 Uhr
Sprache: Deutsch
News-ID 491848
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VANCOUVER, BRITISH COLUMBIA
Kategorie:
Mining & Metals
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