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 outstanding Warrants.
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 purposes only.
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 statements.
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