GTP - (TSX-V)
P01 - (FRANKFURT)
COLTF - (OTCQX)
/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE
MONTREAL, Aug. 7, 2014 /CNW Telbec/ - Colt Resources Inc. ("Colt" or the
"Company") (TSXV: GTP) (FRA: P01) (OTCQX: COLTF) and Spektra Drilling
Canada Inc. ("Spektra Canada") announce today that Spektra Canada has
acquired 10,500,000 units of securities ("Units") from Colt on a
private placement basis at $0.21 per Unit for aggregate consideration
of $2.205 million. Each Unit is comprised of one common share of Colt
and one common share purchase warrant (a "Warrant"). Each Warrant
shall entitle Spektra Canada to acquire one common share of Colt (a
"Warrant Share") at an exercise price of $0.26 for a period of two
years following the closing date. The common shares and Warrants
comprising the Units and the Warrant Shares will be subject to a
four-month and one day hold period in accordance with Canadian
"In a challenging industry environment, we are very pleased to receive
such vote of confidence from a key industry player with whom we look
forward to developing a long term relationship. This latest investment
supports the aggressive drilling program currently under way at our
Tabuaço tungsten project." stated Nikolas Perrault, Colt President and CEO.
After completion of the private placement, Spektra Canada owns
16,750,000 common shares of Colt, representing approximately 9.7% of
the issued and outstanding common shares of Colt (before the exercise
of the Warrants). Assuming the exercise of all of the Warrants, Spektra
Canada will own a total of 27,250,000 Common Shares of Colt,
representing approximately 15% of the issued and outstanding common
shares of Colt. Spektra Canada is a wholly owned subsidiary of Spektra
Jeotek A.S. ("Spektra Jeotek"), a Turkish company. Spektra Jeotek is
controlled by Mr. Levent Okay. Neither Spektra Jeotek nor Mr. Levent
Okay own any common shares of Colt, nor do they exercise control or
direction over any common shares of Colt other than those owned by
Spektra Canada. The Units were acquired by Spektra Canada for
investment purposes. Spektra Canada may from time to time acquire
additional Units or other securities of Colt, dispose of some or all of
the existing or additional common shares or other securities of Colt,
or continue to hold same in the normal course of its investment
In connection with the purchase of Units by Spektra, a letter agreement
(the "Letter Agreement") was entered into between Spektra's parent
company, Spektra Jeotik A.S., ("Spektra Jeotek") and Colt on August 5,
2014. The letter agreement provides that Colt will, out of the
proceeds for the Units, pay to Spektra Jeotek for past drilling
services and for future drilling services pursuant to a drilling
contract between Colt and Spektra Jeotek. Additionally, Colt has
agreed to appoint a nominee of Spektra to the board of directors of
Colt, subject to regulatory approval.
Also in connection with the purchase of Units by Spektra, a voting trust
agreement (the "Voting Trust Agreement") was entered into between Colt,
Spektra and a voting trustee. Pursuant to the Voting Trust Agreement,
the voting trustee has been granted the authority to vote the common
shares of Colt owned by Spektra, subject to certain exceptions. The
Voting Trust Agreement shall terminate upon Spektra Canada owning 5% or
less of the issued and outstanding Common Shares of Colt.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy any of securities in the United States.
The common shares have not been and will not be registered under the
United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or
sold in the United States absent registration or an applicable
exemption from the registration requirements.
About Colt Resources Inc.
Colt Resources Inc. (www.coltresources.com) is a Canadian mining exploration and development company engaged in
acquiring, exploring, and developing mineral properties with an
emphasis on gold and tungsten. It is currently focused on advanced
stage exploration projects in Portugal, where it is one of the largest
lease holders of mineral concessions.
The Company's shares trade on the TSX‐V, symbol: GTP; the Frankfurt
Stock Exchange, symbol: P01; and, the OTCQX, symbol: COLTF.
FORWARD-LOOKING STATEMENTS: Certain of the information contained in this
news release may contain "forward-looking information". Forward-looking
information and statements may include, among others, statements
regarding the future plans, costs, objectives or performance of Colt
Resources Inc. (the "Company"), or the assumptions underlying any of
the foregoing. In this news release, words such as "may", "would",
"could", "will", "likely", "believe", "expect", "anticipate", "intend",
"plan", "estimate" and similar words and the negative form thereof are
used to identify forward-looking statements. Forward-looking statements
should not be read as guarantees of future performance or results, and
will not necessarily be accurate indications of whether, or the times
at or by which, such future performance will be achieved.
Forward-looking statements and information are based on information
available at the time and/or management's good-faith belief with
respect to future events and are subject to known or unknown risks,
uncertainties, assumptions and other unpredictable factors, many of
which are beyond the Company's control. These risks, uncertainties and
assumptions include, but are not limited to, those described under
"Risk Factors" in the Company's annual information form available on
SEDAR at www.sedar.com and could cause actual events or results to differ materially from
those projected in any forward-looking statements. The Company does not
intend, nor does the Company undertake any obligation, to update or
revise any forward-looking information or statements contained in this
news release to reflect subsequent information, events or circumstances
or otherwise, except if required by applicable laws.
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
SOURCE: Colt Resources Inc.
For further information:
Nikolas Perrault, CFA
President & CEO
Colt Resources Inc.
Fax: +1 (514) 635-6100
Chief Financial Officer
Colt Resources Inc.