Erin Ventures Inc. (“Erin” or the “Company”) [TSXV: EV] announces that, subject to the approval of the TSX Venture Exchange (the “TSXV”), it intends to complete a private placement offering of up to 10,000,000 units of the Company (“Units”) at a price of $0.05 per Unit for gross proceeds of up to $500,000.00 (the “Offering”). Additionally, Erin announces the proposed issuance of Units to certain holders (the “Debenture Holders”) of the outstanding amended and restated 12% interest-bearing convertible debentures issued on April 10, 2015, July 14, 2015, and November 3, 2015 (collectively, the “Debentures”) in full and final satisfaction of the Company’s obligations under the Debentures, pursuant to the terms of debt settlement agreements between the Company and each Debenture Holder (the “Shares for Debt Settlement”).
Each Unit will be comprised of one (1) common share in the capital of the Company (a “Share”) and one (1) common share purchase warrant (each, a “Warrant”). Each Warrant will have a three (3) year term (the “Exercise Period”) and will be exercisable into one (1) Share at a price of $0.075 in the first year and $0.10 thereafter per Share over the Exercise Period.
The Offering will be on a private placement basis pursuant to prospectus exemptions of applicable securities laws and is subject to final acceptance by the TSXV. Depending on demand and regulatory requirements, a portion of the Offering may be made to existing security holders of Company (“Shareholders”) in accordance with the provisions of the existing shareholder exemption (the “Existing Shareholder Exemption”) pursuant to BC Instrument 45-534 (the Existing Shareholder Exemption is not available in Ontario or Newfoundland and Labrador). In addition to conducting the Offering pursuant to the Existing Shareholder Exemption, Units will be offered to accredited investors, close personal friends and business associates of directors and officers of the Company, and certain investors who have been advised on the suitability of their investment by registered investment dealers (the “Registered Advisor Exemption”).
The Company has set February 21, 2020 as the record date for the purpose of determining shareholders entitled to purchase Units relying on the Existing Shareholder Exemption. The aggregate acquisition cost to a subscriber relying on the Existing Shareholder Exemption cannot exceed $15,000 in a 12-month period unless the subscriber has obtained advice from a registered investment dealer regarding the suitability of the investment.
Unless the Company determines to increase the gross proceeds of the Offering and receives TSXV approval for such increase, if subscriptions by existing Shareholders exceed the maximum number of Units proposed to be distributed after having first satisfied the subscriptions of those subscribers relying on other prospectus exemptions referred to herein, subscribers relying on the Existing Shareholder Exemption will be entitled to a pro rata portion of the balance of Units available under the Offering.
Existing Shareholders are directed to contact the Company for further information concerning subscriptions for Units pursuant to the Existing Shareholder Exemption, as follows:
Contact person: Blake Fallis
Telephone: 1-250- 384-1999 or 1-888-289-3746
Shares for Debt Settlement
Erin will issue Units at a value of $0.05 per Unit in full and final satisfaction of the principal and aggregate interest payments owed under the Debentures and each Debenture will be returned to the Company for cancellation. If each outstanding Debenture Holder enters into a Shares for Debt Settlement, Erin anticipates issuing a total of 6,820,000 Units representing the aggregate principal owed to the Debenture Holders and at least 190,587 Units representing the aggregate interest accrued as of the date hereof. The amount of interest settled will equal the total amount of interest accrued as of the date of closing of the Shares for Debt Settlement. Units issued in connection with the Shares for Debt Settlement will be in addition to the Units issued in connection with the Offering.
The Units, and any Warrant Shares issued, will be subject to a four-month hold period. The proposed Shares for Debt Settlement and Offering are subject to the approval of the TSX Venture Exchange.
In accordance with the requirements under the Existing Shareholder Exemption and the Registered Advisor Exemption, there is no material fact or material change about the issuer that has not been generally disclosed.
On behalf of the Board of Directors,
Blake Fallis, General Manager
About Erin Ventures Inc.
Erin Ventures Inc. is an international mineral exploration and development company with boron assets in Serbia and gold assets in North America. Headquartered in Victoria, B.C., Canada, Erin shares are traded on the TSX Venture Exchange under the symbol “EV”. For detailed information please see the Erin website at www.erinventures.com or the Company filed documents at www.sedar.com.
For further information, please contact:
Erin Ventures Inc. Canada
Blake Fallis, General Manager TSX Venture: EV
Phone: 1-250- 384-1999 or 1-888-289-3746 USA
645 Fort Street, Suite 203
Victoria, BC V8W 1G2
Erin Public Quotations:
TSX Venture: EV
SEC 12G3-2(B) #82-4432
Berlin Stock Exchange: EKV
Neither the 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.
Forward Looking Statements:
This release contains forward looking statements. The words “believe,” “expect,” “feel,” “plan,” “anticipate,” “project,” “could,” “should” and other similar expressions generally identify forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements. These forward-looking statements are subject to a number of risks and uncertainties including, without limitation, variations in estimated costs, the failure to discover or recover economic grades of minerals, and the inability to raise the funds necessary, changes in external market factors including commodity prices, and other risks and uncertainties. Actual results could differ materially from the results referred to in the forward-looking statements.