Ferrum Americas Mining Inc.

Ferrum Americas Mining Inc.

November 06, 2015 16:00 ET

Ferrum Americas Announces Closing of Private Placement Offering of Subscription Receipts

TORONTO, ONTARIO--(Marketwired - Nov. 6, 2015) - Ferrum Americas Mining Inc. ("Ferrum" or the "Company") (TSX VENTURE:FEM) is pleased to announce that it has closed its non-brokered private placement offering of 47.1 million subscription receipts (the "Subscription Receipts") of the Company (the "Offering"), for aggregate gross proceeds of CDN$471,000, representing a price of CDN$0.01 per Subscription Receipt. Each Subscription Receipt issued by the Company will ultimately entitle the holder thereof to receive one common share of the Company (a "Common Share") on the automatic exchange thereof. The Subscription Receipts are subject to a four month hold period expiring on March 7, 2016. The Subscription Receipts are comprised of two tranches, being CDN$96,000 worth of "Tranche 1 Subscription Receipts" and CDN$375,000 worth of "Tranche 2 Subscription Receipts". The Company currently has 47,149,684 Common Shares issued and outstanding and will have a total of 94,249,684 Common Shares issued and outstanding if all of the Subscription Receipts are exercised into Common Shares.

The Tranche 1 Subscription Receipts were subject to certain conditions (the "Tranche 1 Release Conditions") which were all met upon closing of the Offering. Immediately after closing of the Offering, the Tranche 1 Subscription Receipts were automatically exchanged into Common Shares

The Tranche 2 Subscription Receipts will be exercised into Common Shares on the satisfaction of certain conditions (the "Tranche 2 Release Conditions") as outlined the Company's press release dated October 28, 2015. If the Tranche 2 Release Conditions are not satisfied on or before February 22, 2016, the Company will cause the escrow agent to return to the holders of all of the Tranche 2 Subscription Receipts, an amount equal to the aggregate Subscription Price for such Subscription Receipts held by them, together with a pro rata portion of interest earned on the escrowed proceeds and such Subscription Receipts will be cancelled and of no further force or effect.

About Ferrum Americas Mining

Ferrum Americas is focused on developing base and precious metals projects in the Americas. Ferrum Americas has entered into an exclusivity agreement with Sultana Del Condor Minera S.A. to acquire an interest in the La Plata gold-copper-zinc-lead volcanogenic massive sulphide project in Ecuador. For more details, please see our press release dated October 28, 2015.

Forward-Looking Statements

Certain information set forth in this news release contains "forward-looking statements", and "forward-looking information under applicable securities laws. Except for statements of historical fact, certain information contained herein constitutes forward-looking statements, which include the Company's expectations about the Tranche 2 Release Conditions being satisfied, which may prove to be incorrect. These statements are not guarantees of future performance and undue reliance should not be placed on them. Such forward-looking statements necessarily involve known and unknown risks and uncertainties, which may cause the Company's actual performance and financial results in future periods to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to: the ability of the Company to satisfy the Tranche 2 Release Conditions on the terms described herein or at all, There can be no assurance that forward-looking statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. The Company undertakes no obligation to update forward-looking statements if circumstances or management's estimates or opinions should change except as required by applicable securities laws. The reader is cautioned not to place undue reliance on forward-looking statements.

Investors are cautioned that, except as disclosed in the management information circulars to be prepared in connection with any special meeting of shareholders to be held, any information released or received with respect to the Offering may not be accurate or complete and should not be relied upon. Trading in the securities of the Company should be considered highly speculative.

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."

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. 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 may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.


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