VANCOUVER, Aug. 18 /CNW/ - Lincoln Mining Corporation (previously named
LPT Capital Ltd.) ("Lincoln Mining") (TSXV: LMG.P) is pleased to report that,
further to the joint news release of Lincoln Gold Corporation ("Lincoln Gold")
and LPT Capital Ltd. dated August 11, 2009, the parties have closed the
business combination transaction (the "Merger") effective August 18, 2009,
subject to receipt of final approval from the TSX Venture Exchange (the
"Exchange") with respect to the "Qualifying Transaction" of LPT Capital Ltd.
as a capital pool company.
Concurrent with the closing of the Merger on August 18, 2009, Lincoln
Mining completed a private placement of units (on a post-consolidated basis)
to raise gross proceeds of $4.97 million through the issue of 29,255,057 units
at a price of $0.17 per unit. Each unit consists of one post-consolidated
common share of Lincoln Mining and one-half of one warrant, with each whole
warrant entitling the holder thereof to purchase one additional common share
of Lincoln Mining at a price of $0.25 until August 18, 2011. The securities
issued under the private placement are subject to a four-month hold period in
Canada expiring on December 19, 2009 in accordance with applicable Canadian
securities laws and the policies of the Exchange.
In connection with the closing of the private placement, finder's fees
totaling $232,589 in cash and 670,588 shares of Lincoln Mining are payable,
representing 8% of the funds introduced by the finders to Lincoln Mining.
Prior to the closing of the Merger, Lincoln Mining completed a share
consolidation, effective August 17, 2009, on the basis of one (1) new share
for every one and one-half (1.5) pre-consolidation shares and changed its name
from "LPT Capital Ltd." to "Lincoln Mining Corporation".
Pursuant to the completion of the plan of arrangement under the Merger,
each shareholder of Lincoln Gold as at the close of business on August 17,
2009 is entitled to 0.31 post-consolidated shares of Lincoln Mining for each
one share of Lincoln Gold. Olympia Trust Company, Lincoln Mining's transfer
agent, will be mailing a letter of transmittal to the registered shareholders
of Lincoln Gold providing instructions on how to exchange share certificates
of Lincoln Gold for share certificates of Lincoln Mining under the plan of
arrangement. Effective August 18, 2009, pursuant to the Merger Lincoln Mining
acquired Lincoln Gold through the amalgamation of 0843037 B.C. Ltd. (a
wholly-owned subsidiary of Lincoln Mining) with Lincoln Gold. Please refer to
the joint information circular of Lincoln and LPT dated January 19, 2009 (the
"Circular"), available on the SEDAR website, for details of the Merger.
Lincoln Mining has also issued 1,258,333 shares as a finder's fee in
connection with the Merger as disclosed in the Circular.
Shares of Lincoln Mining remain halted on the Exchange and will commence
trading (on a post-consolidation basis) following receipt of final Exchange
approval of the Merger as Lincoln Mining's Qualifying Transaction.
On behalf of Lincoln Mining Corporation
President & CEO
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.
This news release includes certain forward-looking statements or
information. All statements other than statements of historical fact included
in this release, including, without limitation, statements regarding future
plans and objectives of Lincoln Mining are forward-looking statements that
involve various risks and uncertainties. There can be no assurance that such
statements will prove to be accurate and actual results and future events
could differ materially from those anticipated in such statements. Important
factors that could cause actual results to differ materially from the Lincoln
Mining's plans or expectations include availability of capital and financing,
general economic, market or business conditions, regulatory changes,
timeliness of government or regulatory approvals and other risks detailed
herein and from time to time in the filings made by Lincoln Mining with
securities regulators. Lincoln Mining 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 except as otherwise
required by applicable securities legislation.
For further information:
For further information: Lincoln Mining Corporation, 885 Dunsmuir St.,
Suite 350, Vancouver, BC, V6C 1N5, Tel: (604) 688-7377