Cougar Minerals Corp.
TSX VENTURE : COU

Cougar Minerals Corp.

June 17, 2015 19:07 ET

Cougar Minerals Announces Changes in Management, Proposed Share Consolidation and Private Placement of Units

WINNIPEG, MANITOBA--(Marketwired - June 17, 2015) -

THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES FOR DISSEMINATION IN THE UNITED STATES

Cougar Minerals Corp. (the "Corporation") (TSX VENTURE:COU) announces that it has decided to proceed with a common share consolidation (the "Consolidation"), as previously approved by shareholders of the Corporation at its annual and special meeting held on March 30, 2015, based on a ratio of up to ten (10) pre-consolidation common shares for every one (1) post-consolidated common share. The Board has decided to proceed with a Consolidation at a ratio of 10:1.

The Consolidation will affect all shareholders uniformly (except for the treatment of post consolidated fractional common shares, as noted below) and will not affect any shareholder's proportional ownership interest in the Corporation. The principal effects of the Consolidation will be that the number of common shares issued and outstanding will be reduced from approximately 25,034,840 pre-consolidation common shares outstanding as of the date hereof to approximately 2,503,484 post-consolidated common shares.

No fractional post-consolidation common shares will be issued. Any fractional common shares resulting from the Consolidation will be rounded down to the nearest whole common share. The exercise or conversion price and the number of common shares issuable under any convertible securities of the Corporation will be proportionately adjusted to account for the Consolidation. The completion of the Consolidation is subject to the approval of the TSX Venture Exchange ("TSX-V").

The Corporation also announces that Max Polinsky has resigned as the Chief Financial Officer and a director of the Corporation and Lawrence Segerstrom has resigned as a director of the Corporation. The Corporation would like to thank Mr. Polinsky and Mr. Segerstrom for their contributions to the Corporation. The Corporation is pleased to announce that Ricky Chiu has been appointed a director of the Corporation and Helen Ko has been appointed Chief Financial Officer and Corporate Secretary of the Corporation to fill the vacancies.

Upon receipt of approval from the TSX-V for the consolidation, the Corporation will proceed with a non-brokered private placement of up to 3,000,000 units (the "Units") at $0.05 per Unit for gross proceeds of up to $150,000 (the "Offering").

Each Unit will consist of one post Consolidation common share in the capital of the Corporation (a "Share") and one transferrable common share purchase warrant (a "Warrant"). Each Warrant will entitle the holder to purchase one additional Share in the capital of the Corporation (a "Warrant Share") at a price of $0.05 per Warrant Share for a period of five years from the closing of the Offering.

The Corporation may pay a finder's fee on the Offering within the amount permitted by the policies of the TSX-V. Closing of the Offering is subject to a number of conditions, including receipt of all necessary corporate and regulatory approvals, including the TSX-V. All securities issued in connection with the Offering will be subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities legislation. The proceeds from the Offering will be used for payment of accounts payable and general working capital.

COUGAR MINERALS CORPORATION

Murray Nye, President

Cautionary Statement Regarding "Forward-Looking" Information

Some of the statements contained in this press release are forward-looking statements and information within the meaning of applicable securities laws. Forward-looking statements and information can be identified by the use of words such as "plans", "expects", "intends", "is expected", "potential", "suggests" or variations of such words or phrases, or statements that certain actions, events or results "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements and information are not historical facts and are subject to a number of risks and uncertainties beyond the Corporation's control. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained in this news release. Accordingly, readers should not place undue reliance on forward-looking statements. The Corporation undertakes no obligation to update publicly or otherwise revise any forward-looking statements, except as may be required by law.

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.

Contact Information