Acquisition of Shares of EPM Mining Ventures Inc. by Knox Opportunity Fund, LP
28 3월 2014 - 3:59AM
Marketwired
Acquisition of Shares of EPM Mining Ventures Inc. by Knox
Opportunity Fund, LP
DRAPER, UTAH--(Marketwired - Mar 27, 2014) - This press release
is issued by Knox Opportunity Fund, LP ("Knox") pursuant to the
early warning requirements of National Instrument 62-103 with
respect to the issuance of non-voting common shares ("Non-Voting
Shares") of EPM Mining Ventures Inc. (TSX-VENTURE:EPK)(OTCQX:EPKMF)
("EPM"), a reporting issuer in certain jurisdictions in Canada. In
accordance with such early warning requirements, Knox is required
to report certain information in respect of its holdings of
securities of EPM.
Knox announced today that it has entered into a share repurchase
agreement (the "SPA") with EPM pursuant to which it agreed to sell
10,439,596 common shares ("Common Shares") of EPM to EPM for
cancellation in return for 10,439,596 Non-Voting Shares. As of the
date hereof, Knox owns and controls 11,439,596 Common Shares,
representing approximately 10.6% of the issued and outstanding
Common Shares on an undiluted basis.
Following the completion of the sale, Knox will own and control
1,000,000 Common Shares, representing approximately 1.3% of the
issued and outstanding Common Shares on an undiluted basis and
10,439,596 Non-Voting Shares, representing approximately 28.8% of
the issued and outstanding Non-Voting Shares on an undiluted basis.
The Non-Voting Shares are convertible into Common Shares on a
one-for-one basis. If Knox were to convert its Non-Voting Shares to
Common Shares it would have ownership and control of 11,439,596
Common Shares, representing approximately 13.0% of the issued and
outstanding Common Shares on a partially diluted basis.
A press release announcing the entering into of the SPA was
issued by EPM on March 27, 2014.
The Common Shares are being sold by Knox to assist EPM to meet
certain shareholder thresholds for US securities law reasons. Knox
will evaluate its investment in EPM from time to time and may,
based on such evaluation of market conditions and other
circumstances, convert, increase or decrease securityholdings in
EPM as circumstances require. For further information and to obtain
a copy of the early warning report filed under applicable Canadian
provincial securities legislation in connection with the
transactions hereunder, please go to the EPM profile on the SEDAR
website www.sedar.com or contact Knox at telephone number:
(801) 984-8000.
Note: Disclosure regarding the percentage of outstanding shares
held by Knox is based on information provided by EPM.
Note on Forward-Looking Information
This press release includes certain forward-looking information,
including statements relating to Knox's interests in EPM and its
future intentions in respect thereof, using words including
"anticipate", "believe", "could", "expect", "intend", "may",
"plan", "potential", "project", "seek", "should", "will", "would"
and similar expressions, which are intended to identify a number of
these forward-looking statements. This forward-looking information
reflects current views with respect to current and future events
and circumstances and is not a guarantee of future performance and
is subject to risks, uncertainties and assumptions, including those
relating to changes in business, performance and markets. Actual
results may differ materially from information contained in the
forward-looking information as a result of a number of those
factors. Forward-looking information is provided for the purpose of
providing information about management's current expectations and
plans relating to the future. Readers are cautioned that such
information may not be appropriate for other purposes Knox
undertakes no obligation to publicly update or revise any
forward-looking information contained in this press release, except
as required by applicable laws.
Knox Opportunity Fund, LP.Stan Kimball, Manager13961 South
Minuteman Dr.Draper, UT 84020(801) 984-8000
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