|By Marketwired .||
|July 11, 2014 11:38 AM EDT||
TORONTO, ONTARIO -- (Marketwired) -- 07/11/14 -- Latin American Minerals Inc. (TSX VENTURE: LAT)(OTCQX: LATNF) (the "Company") announces the closing of the previously announced $1,000,000 financing (the "Financing") (press release June 27, 2014).
Pursuant to the securities purchase agreement (the "Agreement") dated June 25, 2014 between the Company and Pinetree Capital Ltd. ("Pinetree"), the Company issued 10,000,000 common shares to Pinetree Capital Ltd. at a deemed price of $0.10 per share for a transaction value of $1,000,000, in exchange for 2,000,000 common shares of Pinetree at a deemed price of $0.50 per share (the "Pinetree shares"). The LAT and Pinetree shares are subject to a four month hold period. There were no warrants or finders' fees associated with the Financing.
Pursuant to the requirements of the TSX Venture Exchange (the "TSXV"), the Company sought and obtained written consent from a majority of disinterested shareholders of the Company for the creation of a new Control Person (as that term is defined in the policies of the TSXV). As a result of the closing of the Financing, Pinetree, together with its joint actor, holds 28,550,500 common shares of the Company, representing approximately 26.27% of the issued and outstanding common shares of the Company. Pinetree also holds 3.5 million common share purchase warrants of the Company. Accordingly, on a fully diluted basis (that is, assuming conversion of all outstanding warrants and other convertible securities of the Company) Pinetree, together with its joint actor, would hold approximately 23.27% common shares of the Company.
Miles Rideout, President and CEO stated, "We would like to thank shareholders for their support in approving this financing which allows the Company to increase the scale of the evaluation and exploration efforts on six mapped gold zones at our Paso Yobai project."
The net proceeds from the private placement will be used at the Company's Paso Yobai gold project and for general working capital purposes.
The Financing constitutes a related party transaction under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") and TSXV Policy 5.9. The Company is relying on the exemptions from the formal valuation and minority shareholder approval requirements contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 as neither the fair market value of securities being issued to Pinetree nor the consideration being paid by Pinetree exceeded 25% of the Company's market capitalization on the date of the Agreement. The Company did not file a material change report 21 days prior to the closing of the Financing as the transaction was announced and closed in less than that time period.
About the Company:
Latin American Minerals Inc. is a mineral exploration company with its flagship Paso Yobai property located in eastern Paraguay, an emerging gold region. Paso Yobai hosts a large epithermal gold footprint on two parallel gold trends, namely the 10 km Discovery Trend and 14.8 km X-Mile Trend.
The Company holds a 100% interest in an on-site concentrator plant (mill) at the fully permitted Independencia Mine at Paso Yobai. In operation since 2012, the plant continues to provide operating cash flow and vital information on the grade, mineralogy and metallurgical characteristics of the Paso Yobai mineralization through self-funded operation.
The Company holds 100% of the adjacent Paso Yobai X-Mile Trend exploration concessions, the present exploration focus. The Company also holds 100% interests in highly prospective diamond, REE, niobium and green-fields gold projects in Paraguay and base metals projects in Argentina.
The Company's public documents may be accessed at www.sedar.com.
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.