EPM Mining Ventures Inc. closes C$16,000,000 private placement with Tata Chemicals Ltd.

/NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES OR DISSEMINATION TO U.S. NEWS WIRE SERVICES./

TORONTO, Sept. 2, 2011 /CNW/ - EPM Mining Ventures Inc. (TSXV: EPK) ("EPM") announced that it has closed its previously announced private placement to Gusiute Holdings (UK) Limited ("Gusiute"), an indirect wholly-owned subsidiary of Tata Chemicals Limited.  EPM issued to Gusiute one unit at a price of C$16,000,000, such unit consisting of  8,000,000 voting common shares of EPM ("Common Shares") and 8,000,000 common share purchase warrants ("Warrants").  Each Warrant will entitle the holder to subscribe for one Common Share at a price of $2.00 until September 2, 2012.

EPM has granted certain rights to Gusiute for so long as Gusiute and its affiliates beneficially own, control or direct at least 15% of the outstanding Common Shares, including, among other things:

  • for a period of five years from the Closing Date,
    • the right to designate a number of individuals (such number based on Gusiute's and its affiliates' proportionate ownership of Common Shares) to be nominated by EPM for election as directors of EPM, and
    • prospectus qualification rights under Canadian securities laws; and
  • for a period of 2 years from the Closing Date, a pre-emptive right to maintain its pro rata interest in EPM.

Gusiute concurrently agreed: (i) to certain standstill restrictions for a period of up to five years; (ii) until September 2, 2013, not to transfer any securities of EPM except in certain limited circumstances; and (iii) for the period ending on the date on which Gusiute, its affiliates and other joint actors beneficially own, control or direct more than 50% of the Common Shares, to vote, or cause to be voted, all such Common Shares in favour of the nominees proposed by management of EPM for election as directors of EPM.

Gusiute has also been granted the right to designate two individuals to be nominated by EPM for election as directors of EPM (based on an anticipated board size of 9 directors).

Two shareholders of EPM, Lance D'Ambrosio and Jeff Gentry, have also sold to Gusiute an aggregate of 4,378,000 Common Shares at a price of $2.00 per share.

Assuming exercise by Gusiute of all of the Warrants and no conversion of any other securities of EPM, there will be 121,225,889 Common Shares outstanding of which Gusiute will own or control (directly or through its wholly-owned subsidiary, Valley Holdings Inc.) 37,055,612 Common Shares, representing 30.6% of the outstanding Common Shares.

Neither 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.

SOURCE EPM Mining Ventures Inc.

For further information:

Lance D'Ambrosio
Chief Executive Officer
(801) 485-0223

Profil de l'entreprise

EPM Mining Ventures Inc.

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