AXMIN Closes First Tranche of the Offering With Dickson Resources Limited
TORONTO, ONTARIO -- (Marketwired) -- 04/10/13 -- AXMIN Inc. (TSX
VENTURE:AXM) ("AXMIN" or the "Company") is pleased to announce that
it has closed the first tranche of the previously announced private
placement (the "Offering") of 16,466,666 Units for gross proceeds of
approximately C$2.47 million. The remaining C$4.38 million (the
"Escrow Amount") has been placed in escrow by the subscriber Dickson
Resources Limited ("Dickson"). Each Unit consists of one common share
and one-half of one common share purchase warrant with each whole
warrant entitling the holder to acquire at any time following the
receipt of shareholder approval until the date that is two years
following the date of shareholder approval one common share for
C$0.15 per common share.
If the conditions set out in the Agreement are satisfied on or before
June 7, 2013 (the "Outside Date") the second tranche of the Offering,
consisting of 29,200,000 Units will close and the Escrow Amount will
be unconditionally released to the Company. If the conditions are not
satisfied on or before the Outside Date, the Escrow Amount will be
returned to Dickson, the common share purchase warrants will expire
unexercised and the Agreement will be terminated.
Closing of the second tranche requires the requisite shareholder
approval (the "Shareholder Approval") of 50.1% of the votes cast at a
Special Meeting of Shareholders (the "Meeting") to be held before the
Outside Date. An information circular regarding the Offering will be
filed with securities regulators and mailed to the Company's
shareholders prior to the Meeting and in accordance with applicable
George Roach, the President, Chief Executive Officer ("CEO") and
Director, and David de Jongh Weill, the Chairman and Director, have
each purchased 333,333 Units for approximately $50,000 in the first
tranche of the Offering and on the same terms and conditions as the
As per terms of the Agreement, AXMIN has procured lock-up agreements
from George Roach, President, CEO and Director, David de Jongh Weill,
Chairman and Director and from AOG Holdings BV. Assuming AXMIN's
shareholders approve the transaction at the Meeting and all
regulatory approvals are obtained, t
he final stage of the transaction
is expected to close in the second quarter of 2013.
The common shares and warrants are subject to a four month hold
period, expiring on August 11, 2013. Post-completion of the first
tranche of the Offering AXMIN will have at total of 79,740,881 common
shares issued and outstanding. In connection with the Offering to
Dickson, AXMIN has agreed to pay a cash finders fee equal to 8% of
the gross proceeds raised from Dickson on each Closing Date and
warrants to acquire common shares equal to 8% of the common shares
issued on each Closing Date for $0.15 per common share with such
warrants expiring two years from the date of issue.
Dickson Resources Limited is an international private resources firm
backed by the private capital of its founders. The company is a BVI
registered company headquartered in Hong Kong. Having a team of
geological and financial experts, Dickson is committed to investing
internationally in the exploration and mining of natural resources.
Meanwhile Dickson's scope of business reaches beyond the mining
sector to international trade, marketing and advisory services which
are all part of its business expertise.
AXMIN is a Canadian exploration and development company with a strong
focus on central and West Africa. AXMIN has projects in Central
African Republic, Mozambique and Senegal. AXMIN is positioned to grow
in value as it progresses its Passendro Gold Project towards
development and builds on its project pipeline focusing on
transitioning from an explorer to producer. For more information
regarding AXMIN visit our website at www.axmininc.com.
This press release includes certain "Forward-Looking Statements." All
statements, other than statements of historical fact included herein,
including without limitation, statements regarding future plans and
objectives of AXMIN; and statements regarding the ability to develop
and achieve production at Passendro 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 AXMIN's
expectations have been disclosed under the heading "Risk Factors" and
elsewhere in AXMIN's documents filed from time-to-time with the TSX
Venture Exchange and other regulatory authorities. AXMIN disclaims
any intention or obligation to update or revise any forward-looking
statements whether resulting from new information, future events or
otherwise, except as required by applicable law.
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.
President & CEO
+44 779 626 3999
Vice President Investor Relations
416 368 0993 ext 221
Press spacebar to pause and continue. Press esc to stop.