ACME RESOURCES CORP.
NEX BOARD: ACY.H
TORONTO, Nov. 21, 2013 /CNW/ - ACME Resources Corp. (NEX Board: ACY.H), a capital pool company, ("ACME" or the "Corporation") and Forrester Resources Corp. ("Forrester"), a private Yukon corporation based in Toronto, Ontario, are pleased to announce that Forrester has completed the non-brokered private placement (the "Forrester Private Placement") previously announced on October 16, 2013.
The Forrester Private Placement consisted of a total of 6,093,575 units (the "Units") of Forrester at a price of $0.08 per Unit, for total aggregate gross proceeds of $487,486. Each Unit is comprised of one common share of Forrester (each, a "Forrester Common Share") and one half of one common share purchase warrant of Forrester (each, a "Forrester Warrant"), with each whole Forrester Warrant exercisable for a period of 36 months from the date of issuance into one common share of Forrester (each, a "Forrester Warrant Share") at $0.18 per Forrester Warrant Share.
A finder's fee comprised of a 6% cash commission and a 6% finder's warrant exercisable for a period of 12 months on the same terms as the Units, were paid to certain persons in respect of subscribers who were referred to Forrester and who participated in the Forrester Private Placement.
The Forrester Private Placement has been completed in connection with a proposed business combination that will result in a reverse take-over of ACME by Forrester and the listing for trade of the common shares of the resulting issuer on the TSX Venture Exchange (the "Transaction") (see press release dated October 16, 2013 available on www.sedar.com, for a detailed description of the Transaction). Pursuant to the terms of the Transaction, ACME securities will be issued to the holders of Forrester securities in exchange for all of the issued and outstanding Forrester securities on the basis of 1.5 ACME securities for each one (1) Forrester security, including the securities issued pursuant to the Forrester Private Placement.
The Transaction, when completed, will constitute the Qualifying Transaction of the Corporation pursuant to Policy 2.4 of the TSXV Corporate Finance Manual. The Transaction will not constitute a Non Arm's Length Qualifying Transaction, as defined in the policies of the TSXV and, as such, it is not anticipated that the approval of the shareholders of ACME will be required.
The net proceeds raised through the Forrester Private Placement will be used for the advancement of Forrester's Las Princesas property in Northern Peru, expenses related to the completion of the Transaction and general working capital purposes.
ACME's common shares are currently halted and ACME anticipates they will remain halted until the documentation required by the TSXV for the proposed Transaction can be provided to the TSXV.
Information about Forrester Resources Corp.
Forrester is a private precious metals exploration and development company. It is currently active in the country of Peru and continually looking for near-term production opportunities within the Americas. Forrester's key asset is Las Princesas property. Pursuant to an option agreement with an effective date of December 13, 2011, between Minera Forrester SAC, a subsidiary of Forrester; Vena Resources Ltd., a company listed on the Toronto Stock Exchange; and Compania Minera Aurifera del Norte SAC, a Peruvian subsidiary of Vena, Forrester has the right to acquire up to an 85-per-cent interest in the Las Princesas property, which consists of two contiguous mining concessions totaling approximately 1,030 hectares in size. The Las Princesas property is located in the department of La Libertad, province of Santiago de Chuco, in northern Peru, between Barrick Gold Corp.'s Lagunas Norte/Alto Chicama property and the Quiruvilca mine, formerly owned by Pan American Silver Corp. and now owned by Southern Peaks Mining LP. Las Princesas property has a common border with the latter. The Quiruvilca mine and concentrator plan are located in close proximity to the Las Princesas Property.
Please see the Company's press releases dated October 16 and October 23, 2013, which are available on SEDAR under ACME, for further information regarding Forrester, the Transaction and the Las Princesas property.
Completion of the Transaction is subject to a number of conditions, including but not limited to, TSXV acceptance and, if applicable pursuant to TSXV requirements, majority of the minority approval of the shareholders of ACME. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.
The TSXV has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this press release. Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
This press release contains forward-looking information within the meaning of Canadian securities laws. Such information includes, without limitation, information regarding the completion of the proposed Transaction , and the anticipated business plan of ACME subsequent to completion of the Transaction. Although ACME believes that such information is reasonable, it can give no assurance that such expectations will prove to be correct.
Forward-looking information is typically identified by words such as: believe, expect, anticipate, intend, estimate, postulate and similar expressions, or are those, which, by their nature, refer to future events. ACME cautions investors that any forward-looking information provided by ACME are not guarantees of future results or performance, and that actual results may differ materially from those in forward looking information as a result of various factors, including, but not limited to: ACME's ability to complete the proposed Transaction; the state of the financial markets for ACME's equity securities; the state of the market for gold or other minerals that may be produced generally by the resulting issuer in the event the Transaction is completed; recent market volatility; ACME's ability to raise the necessary capital or to be fully able to implement its business strategies; and other risks and factors that ACME is unaware of at this time. The reader is referred to ACME's most recent annual and interim Management's Discussion and Analysis for a more complete discussion of such risk factors and their potential effects, copies of which may be accessed through ACME's page on SEDAR at www.sedar.com.
SOURCE: Forrester Resources Corp.
For further information:
ACME RESOURCES CORP.
Chief Executive Officer
Telephone: (416) 360-8006
FORRESTER RESOURCES CORP.
President and Chief Executive Officer
Telephone: (416) 599-7363