TORONTO, ONTARIO--(Marketwired - May 26, 2016) - Pasquale Di Capo (the "Acquiror") announces that on May 25, 2016, he and PowerOne Capital Markets Limited, a joint actor of the Acquiror (the "Joint Actor") acquired ownership and control of securities of Golden Predator Mining Corp. ("Golden Predator") as part of a larger private placement of units (each a "Unit") of Golden Predator (the "Transaction"). In particular, the Acquiror acquired 3,000,000 Units for $0.16 per Unit or aggregate proceeds of $480,000 and the Joint Actor received 1,274,000 broker warrants (each a "Broker Warrant") as a finder fee relating to the Transaction.
Each Unit consists of one common share (each a "Share") in the capital of Golden Predator and one warrant to purchase a Share (each, a "Warrant") for an aggregate of 3,000,000 Shares and 3,000,000 Warrants. Each Warrant is exercisable into one Share at a price of $0.21 per Share for a period of two years following the closing date of the Transaction. If the Acquiror exercises all of the Warrants it will pay an aggregate exercise price of $630,000. Assuming that the Acquiror exercise all of the Warrants, the Shares it acquired, together with the Shares issuable upon exercise of the Warrants would represent approximately 8.61% of the outstanding Shares on a partially diluted basis as of May 25, 2016.
Each Broker Warrant entitles the Joint Actor to acquire one Unit at a price of $0.16 for a period of two years following the closing of the Transaction for an aggregate of 1,274,000 Units which in turn will consist of 1,274,000 Shares and 1,274,000 Warrants. If the Broker Warrants are all exercised, the Joint Actor will pay an aggregate exercise price of $203,840. In addition, if the Broker Warrants are exercised and the 1,274,000 Warrants issued on exercise thereof are also exercised, the Joint Actor will pay an additional $267,540. Assuming that both the Broker Warrants and the underlying Warrants are exercised by the Joint Actor, the Joint Actor would own 2,548,000 Shares, representing, on a partially diluted basis, approximately 3.68% of the outstanding Shares as of May 25, 2016.
On a combined basis, the Acquiror and the Joint Actor acquired, assuming the exercise of all Warrants and Broker Warrants, a total of 8,548,000 Shares, which would represent, on a partially diluted basis (assuming the exercise of all Warrants owned), approximately 11.7% of the Shares as of May 25, 2016.
Immediately prior to the Transaction, the Acquiror owned 500,000 Shares as well as 1,000,000 warrants, each such warrant entitling the Acquiror to acquire one Share on exercise thereof, representing, on a partially diluted basis, approximately 3.69% of the outstanding Shares prior to the Transaction. The Joint Actor did not own any securities of the Issuer prior to the Transaction.
Immediately following the Transaction:
- the Acquiror owned 3,500,000 Shares and 4,000,000 warrants, representing, on a partially diluted basis, approximately 10.61% of the outstanding Shares as of May 25, 2016,
- the Joint Actor held 1,274,000 Broker Warrants, entitling it to acquire 1,274,000 Units, which Units would be comprised of an aggregate of 1,274,000 Shares and 1,274,000 Warrants, which (assuming exercise of all Broker Warrants and the underlying Warrants) would result in the Joint Actor owning 2,548,000 Shares or approximately 3.68% of the Shares on a partially diluted basis as of May 25, 2016, and
- on a combined basis, the Acquiror and the Joint Actor own 3,500,000 Shares, 4,000,000 Warrants and 1,274,000 Broker Warrants, which would result in the Acquiror, together with the Joint Actor, owning an aggregate of 10,048,000 Shares or 13.72% of the outstanding Shares as of May 25, 2016 on a partially diluted basis assuming the exercise of all Broker Warrants and Warrants by the Acquiror and the Joint Actor, as applicable.
The Acquiror and the Joint Actor acquired the Units, Shares, Warrants and Broker Warrants for investment purposes, and the Acquiror and Joint Actor may, depending on market and other conditions, increase or decrease their beneficial ownership, control or direction over additional securities of the securities or otherwise. Neither the Acquiror nor the Joint Actor have any plans related to any of the matters in the enumerated list in Item 5.1 of Form 62-103F1.
To obtain a copy of the report filed pursuant to applicable securities regulations in connection with the foregoing, please contact:
| Shaun Drake |
| DSA Corporate Services Inc. |
| Tel: 416-848-0101 |
| Fax: 416-848-0790 |
| sdrake@dsacorp.ca |
| 363 Toronto Street |
| Suite 1000 |
| Toronto, Ontario M5C 2C5 |
Contact Information:
Shaun Drake
416-848-0101
416-848-0790 (FAX)
sdrake@dsacorp.ca