TORONTO, ONTARIO--(Marketwired - Feb. 8, 2017) - Eurotin Inc. ("Eurotin" or the "Company") (TSX VENTURE:TIN) is pleased to announce that the Company intends to complete a private placement of up to 20,000,000 common shares in the capital of the Company ("Shares") for gross proceeds of up to $1,000,000 at a price of $0.05 per Share (the "Offering"). In conjunction with the Offering, Eurotin is also pleased to announce a proposed shares for debt transaction (the "Shares for Debt Transaction") in which the Company proposes to issue 24,000,000 Shares at a price of $0.05 per Share.
The funds raised pursuant to the Offering will be used by the Company for further development of its Oropesa tin deposit ("Oropesa") in southwestern Spain including ongoing metallurgical work and the completion of a feasibility study.
Pursuant to the Shares for Debt Transaction, Mark Wellings ("Wellings"), the Company's Chief Executive Officer and President, has agreed to convert up to $1,200,000 of debt owed to him by the Company in exchange for 24,000,000 Shares. All amounts to be converted by Wellings represent indebtedness for cash advances previously made by Wellings to the Company over the last year for working capital and to advance the development of Oropesa.
Upon completion of the Shares for Debt Transaction, Wellings will hold, directly and indirectly, 33,040,000 Shares or 68.9% of the issued and outstanding Shares and, upon completion of the maximum amount of the Offering, 48.6% of the issued and outstanding Shares. Currently, Wellings holds 9,040,000 Shares or 37.7% of the issued and outstanding Shares.
In accordance with Multi-Lateral Instrument 61-101, disinterested shareholder approval is required for the issuance of the Shares to a related party. Disinterested shareholder approval will be sought at an Annual and Special Shareholders Meeting (the "Meeting"), which has been scheduled for March 24, 2017.
In addition to the shareholder approval described above, completion of the Shares for Debt Transaction and Offering is conditional upon obtaining TSXV approval. Any Shares to be issued by the Company pursuant to the Shares for Debt Transaction and all Shares issued pursuant to the Offering will be subject to a four month hold period.
Wellings has a long-term view of the investment and may acquire common shares of the Company either on the open market or through private acquisitions or sell the Shares on the open market or through private dispositions in the future depending on market conditions, reformulation of plans and/or other relevant factors.
This news release contains forward-looking statements and other statements that are not historical facts. Forward-looking statements are often identified by terms such as "will", "may", "should", "anticipate", "expects" and similar expressions. All statements other than statements of historical fact included in this release, including, without limitation, statements regarding the Consolidation and Shares for Debt Transactions, are forward-looking statements that involve risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations are risks detailed from time to time in the filings made by the Company with securities regulators.
The reader is cautioned that assumptions used in the preparation of any forward-looking information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of the Company. As a result, the Company cannot guarantee that any forward-looking statement will materialize and the reader is cautioned not to place undue reliance on any forward-looking information. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The forward-looking statements contained in this news release are made as of the date of this news release and the Company will only update or revise publicly any of the included forward-looking statements as expressly required by Canadian securities law.
Neither 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.