Anthem United Inc.
TSX VENTURE : AFY

Anthem United Inc.

July 06, 2015 16:15 ET

Anthem Closes Private Placement and Provides Transaction Update

VANCOUVER, BRITISH COLUMBIA--(Marketwired - July 6, 2015) - Anthem United Inc. (TSX VENTURE:AFY) (the "Company") is pleased to announce that the Company has closed, subject to the final approval of the TSX Venture Exchange (the "TSX-V"), the second and final tranche (the "Final Tranche") of its non-brokered private placement (the "Private Placement") originally announced on May 28, 2015. Under the Final Tranche, Anthem issued 2,565,000 units of the Company (the "Units") at a price of $0.40 per Unit and 3,075,000 common shares in the capital of the Company (the "Common Shares") at a price of $0.35 per Common Share for aggregate gross proceeds of $2,102,250. Each Unit consists of one Common Share and one-half of one common share purchase warrant of the Company (each whole warrant, a "Warrant"). Each Warrant is exercisable for an additional Common Share at an exercise price of $0.50 for a period of five years following the closing date of the Private Placement. With the closing of the Final Tranche, an aggregate total of 10,476,250 Units and 3,361,000 Common Shares have been issued under the Private Placement for total gross proceeds of $5,366,850.

An aggregate cash commission of $166,254, plus an aggregate of 415,635 non-transferable common share purchase warrants (the "Finder's Warrants") is, subject to final TSX-V approval, payable in connection with the Private Placement. Each Finder's Warrant will be exercisable into one Common Share at an exercise price of $0.50 for a period of five years following their issuance.

All securities issued under the Final Tranche are subject to a four month hold period expiring on November 7, 2015.

The Company expects to use the gross proceeds raised from the Final Tranche of the Private Placement to fund a portion of the consideration for the proposed acquisition of four private Peruvian companies (the "Transaction"), including capital and commissioning of the 350 tonne per day gold processing plant in Chaparra, Arequipa, Peru and for general and operating working capital associated with the Company's existing operations.

Transaction Update

Pursuant to the Transaction terms, the Company has released the initial payment of $500,000 from escrow and has made a payment of US$2.5 million dollars to the vendors satisfying in the full the US$3.0 million Initial Payment.

For more information regarding the Transaction, please see the Company's press release dated May 28, 2015, which is also available on the Company's profile on SEDAR at www.sedar.com.

About Anthem United Inc.

Anthem (www.anthemu.com) is focused on building a precious metals producing company through the acquisition and development of silver and gold mineral assets. The Company is currently advancing the development, construction and operation of the 350 tonne per day Koricancha Mill in Peru, in which it owns a 75% interest. The Company's joint venture partner, EMC Green, owns the remaining 25% and is the operator of the Koricancha Mill.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

The Private Placement is exempt from prospectus and registration requirements of applicable securities laws. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and accordingly, may not be offered or sold within the United States or to "U.S. Persons", as such term is defined in Regulation S promulgated under the U.S Securities Act ("U.S. Persons"), except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This news release shall not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States.

Cautionary Note Regarding Forward-Looking Statements

This release contains certain "forward looking statements" and certain "forward-looking information" as defined under applicable Canadian and U.S. securities laws. Forward-looking statements can generally be identified by the use of forward-looking terminology such as "may", "will", "expect", "intend", "estimate", "anticipate", "believe", "continue", "plans" or similar terminology. Forward-looking statements include, but are not limited to, statements relating to the anticipated closing of the Final Tranche, the receipt of final approval from the TSX Venture Exchange and the expected use of proceeds from the Private Placement. Forward-looking statements are based on forecasts of future results, estimates of amounts not yet determinable and assumptions that, while believed by management to be reasonable at the time of such forecasts, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Certain of the statements made herein by the Company are forward-looking and subject to various risks and uncertainties, both known and unknown, many of which are beyond the ability of the Company to control or predict. Known and unknown factors could cause actual results to differ materially from those projected in the forward-looking statements. Forward-looking information is subject to known and unknown risks and uncertainties that may cause the Company's actual results, performance or achievements to be materially different from those expressed or implied by such forward-looking information, and are developed based on assumptions about such risks, uncertainties and other factors set out here in, including but not limited to the inherent risks involved in the exploration and development of mineral properties, the uncertainties involved in interpreting drill results and other exploration data, the potential for delays in exploration or development activities, mine development and production costs, future production levels, the geology, grade and continuity of mineral deposits, the possibility that future exploration, development or mining results will not be consistent with the Company's expectations, accidents, equipment breakdowns, title matters, labour disputes or other unanticipated difficulties with or interruptions in production and operations, fluctuating metal prices, unanticipated costs and expenses, uncertainties relating to the availability and costs of financing needed in the future, the inherent uncertainty of production and cost estimates and the potential for unexpected costs and expenses, commodity price fluctuations, currency fluctuations, regulatory restrictions, including environmental regulatory restrictions and liability, competition, loss of key employees, and other related risks and uncertainties. The Company undertakes no obligation to update forward-looking information except as required by applicable law. Such forward-looking information represents management's best judgment based on information currently available. No forward-looking statement can be guaranteed and actual future results may vary materially. Accordingly, readers are advised not to place undue reliance on forward-looking statements or information.

Contact Information

  • Anthem United Inc.
    Greg D. Smith
    (604) 336-8190
    (604) 688-0094 (FAX)
    www.anthemu.com