12:10 Mon 15 May 2017
Subscription Update
--(BUSINESS WIRE)--
AIM: ECR
US OTC: MTGDY
(“ECR Minerals”, “ECR” or the “Company”)
SUBSCRIPTION UPDATE
– Further to the announcements dated 27
, , and in respect of
the Subscription to raise gross proceeds of £553,564 (“Subscription
Announcements”), the directors of (the “Directors”)
announce that on the Company entered into a third amendment
to the Subscription Agreement with ,
as detailed below.:
Capitalised terms used, but not otherwise defined in this announcement shall have the same meanings as set out in the Subscription Announcements.
Pursuant to the Subscription Agreement and second amendment thereto, the
Gross Proceeds (less the non-refundable Deposit of £200,000 which has
already been received by the Company) of the Subscription were due to be
received by the Company by . The Company is pleased to have
been advised that the Investor has now received permission under the
Chinese foreign exchange regime to remit the Gross Proceeds to the
Company, having already received an Overseas Investment Permit from the
. However, some additional administrative
steps need to be taken, including opening of a new bank account by the
Investor, before the Investor can complete the remittance. This
additional process is likely to cause a further short delay to
completion of the Subscription beyond
In view of the good faith shown by the Investor to date, ECR has not
exercised its rights to convert the £200,000 Deposit into Ordinary
Shares of the Company or to terminate the Subscription Agreement.
Instead, the Company has agreed to extend the Receipt Date to and the Investor has arranged for a further non-refundable deposit
of £50,000 to be paid to the Company (“Further Deposit Amount”),
bringing the total non-refundable deposit to £250,000 in aggregate (the
“Total Deposit Amount”). The Further Deposit Amount is required to be
remitted to the Company by .
The Investor has also agreed to contribute £10,000 to the Company’s
legal and other costs and expenses incurred in conjunction with the
amendments to the Subscription Agreement, with such sum to be sent to
the Company no later than .
In the event that the Further Deposit Amount is not received by the
Company by , the £200,000 Deposit will be converted (unless
otherwise agreed by ECR) into Ordinary Shares at a price of per
share and ECR, at its election, may either terminate the Subscription
Agreement or further extend the date by which the Investor is required
to transfer the Further Deposit Amount.
In the event that the balance of the Gross Proceeds is remitted to the
Company by , the Total Deposit Amount (less any amount
already converted into Ordinary Shares pursuant to the foregoing
paragraph) will be treated as a payment on account and will be deducted
from the Gross Proceeds to be received by the Company. In the event that
the balance of the Gross Proceeds is not received by , the
Total Deposit Amount (less any amount already converted into Ordinary
Shares) will be converted (unless otherwise agreed by ECR) into Ordinary
Shares at a price of per share to be issued to the Investor and
ECR, at its election, may either terminate the Subscription Agreement or
further extend the Receipt Date (“Further Extension”).
In the event of a Further Extension, if the Total Deposit Amount has been converted to Ordinary Shares (the “Deposit Shares”), the Investor will be required to remit the full amount of the Gross Proceeds (i.e. the Total Deposit Amount will not be treated as an advance) to the Company in order to complete the Subscription. The Deposit Shares will not be subject to any lock-up arrangements.
Unless otherwise stated above, the key terms of the Subscription remain
as set out in the Subscription Announcement dated .
ABOUT ECR
ECR is a mineral exploration and development company. ECR’s wholly owned
Australian subsidiary Mercator Gold Australia has 100% ownership of the
Avoca, Bailieston and Timor gold projects in . ECR
has earned a 25% interest in the Danglay epithermal gold project, an
advanced exploration project located in a prolific gold and copper
mining district in the north of . An NI43-101 technical
report was completed in respect of the Danglay project in ,
and is available for download from ECR’s website.
ECR’s wholly owned subsidiary Ochre Mining has a 100% interest in the
SLM gold project in , . Exploration at SLM has focused
on identifying small tonnage mesothermal gold deposits which may be
suitable for relatively near term production.
Market Abuse Regulations (EU) No. 596/2014
The information contained within this announcement is deemed by the
Company to constitute inside information as stipulated under the Market
Abuse Regulations (EU) No. 596/2014 (MAR). Upon the publication of this
announcement via (RIS), this inside
information is now considered to be in the public domain.
FOR FURTHER INFORMATION, PLEASE CONTACT:
FORWARD LOOKING STATEMENTS
This announcement may include forward looking statements. Such statements may be subject to numerous known and unknown risks, uncertainties and other factors that could cause actual results or events to differ materially from current expectations. There can be no assurance that such statements will prove to be accurate and therefore actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward looking statements. Any forward-looking statements contained herein speak only as of the date hereof (unless stated otherwise) and, except as may be required by applicable laws or regulations (including the AIM Rules for Companies), the Company disclaims any obligation to update or modify such forward-looking statements because of new information, future events or for any other reason.
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Source:
Tel: +44 (0)20 7929 1010 | |||
, Non-Executive Chairman | |||
, Director & CEO , Director & COO | |||
Email:info@ecrminerals.com
| |||
Website:www.ecrminerals.com | |||
Tel: +44 (0)20 7213 0880 | |||
Nominated Adviser | |||
/ | |||
Tel: +44 (0)203 137 1902 | |||
Broker | |||
FlowComms | Tel: +44 (0)7891 677 441 | ||
Investor Relations | |||
Blytheweigh | Tel: +44 (0)20 7138 3204 | ||
Public Relations | |||
/ / | |||
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