TORONTO, May 24, 2013 /CNW/ - Dickson Resources Limited ("Dickson") announces that it has acquired an additional 29,200,000 units (the "Units") of AXMIN Inc. ("AXMIN") at a price of C$0.15 per Unit in connection with the closing of the
second tranche of a private placement (the "Offering") previously announced in the press release of AXMIN on March 27,
2013. Each Unit consists of one common share of AXMIN (a "Unit Share") and one-half of one common share purchase warrant ("Warrants") with each whole warrant entitling Dickson to acquire at any time
until May 24, 2015, one common share (a "Warrant Share") of AXMIN for C$0.15.
On March 26, 2013, Dickson entered into a subscription agreement (the "Agreement") with AXMIN whereby Dickson agreed to subscribe for an aggregate of
45,000,000 Units at a price of C$0.15 per Unit by way of a two stage
private placement. Dickson acquired 15,800,000 Units under the first
tranche of the Offering for gross proceeds of C$2.37 million on April
10, 2013 (the "Initial Closing").
Closing of the second tranche (the "Second Closing") required, among other things, the requisite shareholder approval (the
"Shareholder Approval") of 50.1% of the votes cast at a Special Meeting of Shareholders of
AXMIN (the "Meeting"). The Shareholder Approval was obtained on May 23, 2013.
The 29,200,000 Unit Shares issued to Dickson upon the Second Closing,
when added to the 15,800,000 Unit Shares issued to AXMIN on the Initial
Closing, represents approximately 41.3% of the outstanding common
shares of AXMIN as of the date hereof on a non-diluted basis (assuming
no other common shares are issued and no Warrants are exercised). The
14,600,000 Warrants (the "Second Tranche Warrants") issued upon the Second Closing represent approximately 55% of the
outstanding Warrants. When the Second Tranche Warrants are added to the
7,900,000 Warrants issued on the Initial Closing, Dickson holds in the
aggregate, 22,500,000 Warrants representing approximately 85% of the
After giving effect to the Initial and Subsequent Closing, the
45,000,000 Unit Shares and 22,500,000 common shares of AXMIN underlying
the Warrants represents approximately 51.35% of those outstanding as of
the date hereof, on a partially diluted basis (assuming no other common
shares are issued and no convertible securities are exercised).
The acquisition of these securities by Dickson is for investment
The Units were purchased in reliance on the exemption from the
prospectus requirement set out in section 2.3 of National Instrument
45-106 - Prospectus and Registration Exemptions.
Cautionary Language and Forward-Looking Statements
Neither the TSX Venture Exchange, nor its Regulation Services Provider
accepts responsibility for the adequacy or accuracy of this release.
This press release includes certain statements that may be deemed
"forward-looking statements". All statements in this discussion, other
than statements of historical facts, that address future exploration
drilling, exploration activities, anticipated metal production,
internal rate of return, estimated ore grades, commencement of
production estimates and projected exploration and capital expenditures
(including costs and other estimates upon which such projections are
based) and events or developments that Dickson expects, are
forward-looking statements. Although Dickson believes the expectations
expressed in such forward-looking statements are based on reasonable
assumptions, such statements are not guarantees of future performance
and actual results or developments may differ materially from those in
forward-looking statements. Factors that could cause actual results to
differ materially from those in forward-looking statements include:
metal prices; exploration successes; continued availability of capital
and financing; and general economic, market or business conditions.
Accordingly, readers should not place undue reliance on forward-looking
SOURCE: Dickson Resources Limited
For further information:
Name and Address of Offeror:
Dickson Resources Limited
Morgan & Morgan Building, Pasea Estate, Road Town
Torotola, British Virgin Islands