TORONTO, ONTARIO--(Marketwired - July 9, 2015) -
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES OR FOR DISSEMINATION TO U.S NEWS WIRE SERVICES
Aura Silver Resources Inc. (TSX VENTURE:AUU) ("Aura Silver" or the "Company") announces that it has closed its non-brokered private placement offering previously announced on May 25, 2015 (the "Offering"). A total of 11,150,000 units at $0.015 per unit were issued for gross proceeds of $167,250. The Company has applied for, and received, conditional approval from the TSX Venture Exchange for a waiver from the five-cent minimum price requirement.
Each unit consists of one common share of the Company and one common share purchase warrant (the "Units"). Each warrant entitles the holder to purchase one common share of the Company at a price of five cents per share for a period of 36 months following the date of issuance which expires on July 9, 2018. The securities issued under the Offering are subject to a statutory hold period of four months and one day expiring on November 10, 2015.
Mr. Robert Boaz, President, CEO and director of the Company subscribed for a total of 6,650,000 Units for $99,750 in the Offering. Following the closing of the Offering, Mr. Boaz holds directly 11,200,855 common shares of the Company being approximately 9.93% of the issued and outstanding shares. If Mr. Boaz were to exercise the 6,650,000 warrants acquired in the Offering and were to exercise the 1,550,000 outstanding stock options he holds, he would then hold a total of 19,400,855 common shares of the Company being approximately 16.03% of the issued and outstanding shares on a partially diluted basis. Mr. John McNeice, Chief Financial Officer of the Company subscribed for 1,000,000 Units for $15,000. Following the closing of the Offering Mr. McNeice holds 3,697,000 common shares of the Company being approximately 3.28% of the issued and outstanding shares. The participation of Mr. Boaz and Mr. McNeice in the private placement constitutes a Related Party Transaction within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The board of directors of the Company determined that the transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 and approved the private placement, with Mr. Boaz abstaining from the vote. A previous press release dated May 25, 2015, indicated that the private placement may involve insider participation. The material change report in respect of the transaction was not filed 21 days in advance of the closing of the private placement because insider participation had not been confirmed. The shorter period was necessary in order to permit the Company to close the private placement in a timeframe consistent with usual market practice for transactions of this nature.
The aggregate proceeds raised under the Offering will be used for general working capital purposes and for concession fee payments related to the Company's East Taviche, Mexico property. The Company may use up to 25% of the proceeds for payment of fees or salary to Company management. No other payments will be made to related parties from the proceeds of the Offering apart from this amount.
The offered securities will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") and may not be offered or sold within the United States or to or for the account or benefit of U.S. persons, except in certain transactions exempt from the registration requirements of the U.S. Securities Act. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, securities of the Company in the United States.
About Aura Silver
Aura Silver is a TSX Venture listed company engaged in the acquisition, exploration and development of precious metal prospects in Canada (100% owned Greyhound project under option to Agnico Eagle Mines Limited) and in Oaxaca, Mexico (73% owned East Taviche project). Including the shares issued in the Offering Aura Silver has 112,830,844 common shares outstanding.
FORWARD-LOOKING STATEMENTS:
This press release may contain forward looking statements that are made as of the date hereof and are based on current expectations, forecasts and assumptions which involve risks and uncertainties associated with our business including the uncertainty as to whether further exploration will result in the target(s) being delineated as a mineral resource, capital expenditures, operating costs, mineral resources, recovery rates, grades and prices, estimated goals, expansion and growth of the business and operations, the private placement financing activities of the Company, plans and references to the Company's future successes with its business and the economic environment in which the business operates. All such statements are made pursuant to the 'safe harbour' provisions of, and are intended to be forward-looking statements under, applicable Canadian securities legislation. Any statements contained herein that are statements of historical facts may be deemed to be forward-looking statements. By their nature, forward-looking statements require us to make assumptions and are subject to inherent risks and uncertainties. We caution readers of this news release not to place undue reliance on our forward-looking statements as a number of factors could cause actual results or conditions to differ materially from current expectations. Please refer to the risks set forth in the Company's most recent annual MD&A and the Company's continuous disclosure documents that can be found on SEDAR at www.sedar.com. Aura Silver does not intend, and disclaims any obligation, except as required by law, to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.