A.B. Aterra Resources Ltd.

A.B. Aterra Investments Limited

October 07, 2016 13:05 ET

A.B. Aterra Resources Ltd. and A.B. Aterra Investments Limited: Acquisition of Shares Pursuant to Rights Offering by GB Minerals Ltd.

TORONTO, ONTARIO--(Marketwired - Oct. 7, 2016) - A.B. Aterra Resources Ltd. ("Aterra Resources") and A.B. Aterra Investments Limited ("Aterra Investments") (collectively, the "Aterra Entities") announce that in connection with a rights offering of common shares by GB Minerals Ltd. ("GB Minerals") which was completed on October 6, 2016 (the "Rights Offering"), the Aterra Entities have exercised all of their rights.

Pursuant to the Rights Offering, GB Minerals issued one right for each of its 751,108,424 issued and outstanding common shares ("Common Shares") as of August 30, 2016, each right entitling the holder to subscribe for one additional Common Share upon payment of a subscription price of C$0.055 per Common Share. GB Minerals has disclosed that an aggregate of 338,310,626 Common Shares were issued upon completion of the Rights Offering. The consideration paid by Aterra Resources and Aterra Investments for their Common Shares upon the exercise of their Rights was C$4,904,636 and C$7,511,564, respectively.

Prior to the completion of the Rights Offering, Aterra Resources owned 89,175,199 Common Shares, representing approximately 11.9% of the issued and outstanding Common Shares as of August 30, 2016. As a result of its exercise of its rights, Aterra Resources acquired an additional 89,175,199 Common Shares, and now owns 178,350,398 Common Shares, representing approximately 16.4% of the 1,089,419,050 issued and outstanding Common Shares as of October 6, 2016.

Prior to the completion of the Rights Offering, Aterra Investments owned 136,573,898 Common Shares, representing a further 18.2% of the issued and outstanding Common Shares as of August 30, 2016, and collectively, the Aterra Entities owned 225,749,097 Common Shares, representing 30.1% of the issued and outstanding Common Shares as of such date. As a result of its exercise of its rights, Aterra Investments acquired an additional 136,573,898 Common Shares and now owns 273,147,796 Common Shares, representing approximately 25.1% of the issued and outstanding Common Shares as of October 6, 2016, and collectively, the Aterra Entities now own 451,498,194 Common Shares, representing approximately 41.4% of the issued and outstanding Common Shares as of such date.

Aterra Resources is also the holder of a convertible promissory note of GB Minerals dated July 16, 2015 (the "Promissory Note") in the principal amount of C$1,000,000 bearing interest at a rate of 4% per annum. The Promissory Note, together with any accrued and unpaid interest thereon, is convertible at any time at the option of Aterra Resources or GB Minerals into Common Shares at a conversion price of C$0.075 per share. Upon conversion of the principal amount of the Promissory Note (but none of the interest thereon), Aterra Resources would acquire an additional 13,333,333 Common Shares, representing approximately 1.2% of the post-Rights Offering issued and outstanding Common Shares as of October 6, 2016. However, as disclosed by GB Minerals in its rights offering circular dated August 30, 2016, if the proceeds of the Rights Offering were to exceed US$10 million, GB Minerals has agreed to repay the outstanding principal amount of the Promissory Note (and all accrued and unpaid interest thereon) from the proceeds of the Rights Offering. As the disclosed proceeds of the Rights Offering were in excess of this amount, Aterra Resources expects that the Promissory Note will be repaid in the near future.

The Aterra Entities benefit from a prior written commitment from Zaff LP that within five business days following the closing of the Rights Offering, Zaff will sell to one or more of the Aterra Entities, at a price per Common Share equal to the subscription price under the Rights Offering, that number of Common Shares as may be required to ensure that the Aterra Entities will collectively then hold, following the exercise of their rights and the acquisition of such Common Shares from Zaff, 46.5% of the then outstanding Common Shares.

Prior to the completion by GB Minerals of a private placement on July 14, 2016, the Aterra Entities collectively held in aggregate 46.5% of the outstanding Common Shares. The Aterra Entities' participation in the Rights Offering, together with the arrangements with Zaff LP described above, are intended to afford the Aterra Entities the ability to reacquire this aggregate level of ownership in GB Minerals.

The Aterra Entities hold their respective interests in Common Shares and other securities of GB Minerals for investment purposes and continue to monitor the business, prospects, financial condition and potential capital requirements of GB Minerals. Depending on their evaluation of these and other factors, the Aterra Entities may from time to time in the future increase or decrease their direct or indirect ownership, control or direction over the Common Shares or other securities of GB Minerals through market transactions, private agreements, subscriptions from treasury or otherwise.

For further information, including a copy of the corresponding report filed with Canadian securities regulators, contact:

Ms. Andrie Christou
+357 2 500 1500

A.B. Aterra Resources Ltd.
A.B. Aterra Investments Limited
Karaiskaki, 6, City House, 3032
Limassol, Cyprus

Contact Information

  • Ms. Andrie Christou
    +357 2 500 1500
    A.B. Aterra Resources Ltd.
    A.B. Aterra Investments Limited
    Karaiskaki, 6, City House, 3032
    Limassol, Cyprus