TORONTO, ONTARIO--(Marketwired - Nov. 17, 2016) - Harrington Global Limited ("Harrington") announced that it, on behalf of Harrington Global Opportunities Fund S.à.r.l. (the "Fund"), which it manages and advises, has today participated in the special warrant ("Special Warrants") financing of Atacama Pacific Gold Corporation ("Atacama") and subscribed for 6,000,000 Special Warrants at a price of $0.45 per Special Warrant (for gross proceeds of $2.7 million) on a private placement basis (the "Subscription"). Each Special Warrant entitles the Fund to acquire, upon the exercise or deemed exercise thereof, and for no additional consideration, (i) one unit (a "Unit"), with each Unit consisting of one common share ("Common Share") and one-half of one common share purchase warrant (each whole warrant, a "Warrant"), or (ii) if a receipt is not issued, on or before December 27, 2016, for a prospectus qualifying the distribution of the securities issuable upon the exercise or deemed exercise of the Special Warrants, one and one-tenth (1.1) Units. The additional 0.1 Units if issued are referred to as "Penalty Securities". Each Warrant entitles the Fund to acquire a Common Share at an exercise price of $0.60 during the period ending 24 months from today. The indenture governing the Warrants provides, in effect, that if Penalty Securities are issued, Warrants held by the Fund shall not be converted to the extent the Fund would become a "Control Person" (as defined under the policies of the TSX Venture Exchange) unless shareholder approval is obtained (the "Limit on Exercise").
Prior to the Subscription, the Fund owned 8,014,267 Common Shares. As a result of the Subscription and upon exercise of the Special Warrants (without regard to the Limit on Exercise), the Fund will beneficially own, and Harrington will exercise control and direction over, (i) if the Penalty Securities are not issued, an aggregate of 14,014,267 Common Shares and 3,000,000 Warrants, representing approximately 19.71% of Atacama's 83,337,688 outstanding Common Shares as confirmed by Atacama, calculated on a partially diluted basis or (ii) if the Penalty Securities are issued, an aggregate of 14,614,267 Common Shares and 3,300,000 Warrants, representing approximately 20.37% of Atacama's 84,615,465 outstanding Common Shares as confirmed by Atacama, calculated on a partially diluted basis.
The securities were acquired in the ordinary course of business, for investment purposes only. Depending on market conditions and other factors, Harrington, on behalf of the Fund, may from time to time acquire additional securities of Atacama, or continue to hold or dispose of some or all of the securities of Atacama in the open market, by private agreement or otherwise.
This press release is issued pursuant to National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, which requires a report to be filed on SEDAR (www.sedar.com) containing additional information with respect to the foregoing matters.
For additional information, or for a copy of the early warning report filed in respect of the above transactions, please contact Daniel Guy at 1-441-704-6900.