Lorito Holdings (Guernsey) Ltd.

Zebra Holdings and Investments (Guernsey) Ltd.

September 28, 2016 13:46 ET

Lorito Holdings (Guernsey) Ltd. and Zebra Holdings and Investments (Guernsey) Ltd. Acquire Subscription Receipts of Lowell Copper Ltd.

ST. PETER PORT, GUERNSEY--(Marketwired - Sept. 28, 2016) - Lorito Holdings (Guernsey) Ltd. ("Lorito") and Zebra Holdings and Investments (Guernsey) Ltd. ("Zebra"), 1st & 2nd Floors, Elizabeth House, Les Ruettes Brayes, St Peter Port, Guernsey GY1 1EW, two companies controlled by a trust settled by the late Adolf H. Lundin, announced today that on September 27, 2016 they had acquired ownership and control of 2'000'000 subscription receipts ("SRs") of Lowell Copper Ltd. (« Lowell Copper » or the « Company ») (TSX VENTURE:JDL). Upon closing of the plan of arrangement between Lowell Copper, Gold Mountain Mining Corp. and Anthem United Inc. and concurrent financing described in the press releases issued by Lowell Copper dated August 15, 2016, August 31, 2016 and September 23, 2016 (the "Transaction"), Lowell Copper will be renamed JDL Gold Corp. ("JDL Gold") (TSX VENTURE:JDL) with the issued and outstanding shares of Lowell Copper consolidated on a 6.45/1 basis.

The SRs were acquired pursuant to a private placement (the "Offering") of up to 27'500'000 SRs for gross proceeds of up to Can$55'000'000.--. Each SR was purchased at a price of Can$2.-per SR, and, upon satisfaction of certain escrow release conditions, entitles the holder thereof to receive one post-consolidation share and one post-consolidation share purchase warrant of JDL Gold without further payment or action on the part of the holder.

Prior to the Offering, Lorito owned 7'629'019 Shares or 7.60% and Zebra owned 17'814'201 Shares or 17.74% of the then issued and outstanding shares of Lowell Copper. Collectively, and as joint actors, Lorito and Zebra owned and controlled a total of 25'443'220 shares, representing approximately 25.34% of the then issued and outstanding shares of the Company. With the acquisition of 2'000'000 SRs, Lorita and Zebra would be entitled to receive a total of 12'900'000 pre-consolidation common shares of Lowell Copper which would bring their holdings to a total of 33.84% of the issued and outstanding shares of Lowell Copper, before giving effect to the shares issuable in connection with the Transaction and to the other subscribers in the private placement.

Assuming the closing of the Transaction and consolidation of the shares on a basis of 6.45/1, and taking into account all of the shares expected to be issued upon exercise of the SRs, Lorito will hold 3,465,251 shares and warrants or 5.12% and Zebra will hold 5'838,550 shares and warrants or 8.63% of the then issued and outstanding shares of JDL Gold plus warrants held by Lorito and Zebra. Lorito and Zebra collectively will hold and control 9'303'801 shares and warrants or approximately 13.76% of the then issued and outstanding shares of the Company plus warrants held by Lorito and Zebra.

Lorito and Zebra are joint actors with respect to their common shares of Lowell Copper (to be renamed JDL Gold Corp) which were acquired for investment purposes. Each of Lorito and Zebra may from time to time increase or decrease their investment in the shares of JDL Gold depending upon the business and prospects of JDL Gold and depending upon future market conditions.

A copy of the Early Warning Report filed pursuant to National Instrument 62-103 may be obtained from Sandy Kansky, 1-604-806-3574

Contact Information

  • Aksel Azrac
    011 41 22 595 1875