MONTREAL, June 13, 2018 (GLOBE NEWSWIRE) -- HPQ Silicon Resources Inc (“HPQ”) (TSX
VENTURE:HPQ) (FRANKFURT:UGE) (OTC PINK:URAGF) is pleased to inform shareholders that the Company has obtained the required
interim orders from the Superior Court of Quebec (commercial division) in connection with its previously announced planned spin-out
of Beauce Gold Fields by way of a Plan of Arrangement under the Canada Business Corporations Act (CBCA) (February 8, 2018 Release).
The interim order, among other things, authorizes HPQ to call and hold an annual and special meeting of its shareholders, which
will be held on August 10th, 2018 at the InterContinental Montreal Hotel 360 St-Antoine Street, Fraser Room at 10:00 am
to consider and vote for the spin-out of Beauce Gold Fields into a separately trading public company.
An Information Circular containing the Plan of Arrangement will be mailed to shareholders 25 days priors to the
date of the meeting. The board of directors of the corporation has unanimously approved the arrangement and recommends that
shareholders vote in favour of the Arrangement
The Arrangement remains subject to the satisfaction of closing conditions, including, among other things,
approval of shareholders at the meeting, the final approval of the TSX-V, receipt of a final order of the court and the arrangement
certificate from the Director of the Corporations.
DISTRIBUTION OF SHARES TO HPQ SHAREHOLDERS
Upon receipt of the final Court approval, the board of HPQ will determine the date of record for distribution of
BGF shares to shareholders in concert with the TSX-V.
Patrick Levasseur of HPQ Silicon stated, “This order authorizing HPQ to hold a meeting and a vote on
the spin-out of Beauce is a major milestone for the Company and its’ shareholders. A favourable vote will finally unlock the
potential gold value of the Beauce gold property and allow our shareholders to benefit both directly and indirectly from this great
asset.” Mr. Levasseur further stated, “After more than a century of major historical placer gold mining in the Beauce,
Beauce Gold Fields will be the first company dedicated to the exploration for a hard rock gold deposit as an origin of the gold
placers.”
About Beauce Gold Fields
BGF is a wholly owned subsidiary of HPQ Silicon that is in the process of "Spinning Out" its gold assets into
BGF, a new public junior gold company, subject to approval by TSX-V.
The Beauce Gold Fields project is a unique, historically prolific gold property located in the municipality of
Saint-Simon-les-Mines in the Beauce region of Southern Quebec. Comprising of a block of 152 claims 100% owned by HPQ, the project
area hosts a six kilometre long unconsolidated gold-bearing sedimentary unit (a lower saprolite and an upper brown diamictite). The
gold in saprolite indicates a close proximity to a bedrock source of gold, providing possible further exploration
discoveries. The property was also hosts numerous historical gold mines that were active from 1860s to the 1960s (see HPQ
SEDAR-filed report).
A Beauce Gold Fields presentation is available and can be downloaded via the following link.
http://www.hpqsilicon.com/wp-content/uploads/2017/07/BGF-Presentation-V-Jul-2017.pdf
WARRANT EXERCISE
$ 205,538 was raised through the exercise of 2,936,250 warrant expiring on June 8, 2018.
EARLY WARRANT EXERCISE INCENTIVE
HPQ intends to implement a warrant exercise incentive program designed to encourage the early exercise of up to
6,674,600 out of the 12,305,000 of its outstanding unlisted 7 cents warrants. The 5,630,400 outstanding unlisted 7
cents warrants that are not part of the program are held by insiders of the Corporation and as such are not entitled to benefit
from the incentive program.
3,034,000 of the 5,939,000 Aug. 27, 2018 warrants currently exercisable at a price of 7 cents per common share
will be part of the program while only 3,640,600 of the remaining 6,346,000 Dec. 24, 2018 warrants currently exercisable at a price
of 7 cents per common share will be part of the program.
The warrants were originally issued by the company as part of a unit private placement financing first announced
on Aug. 19, 2015, which closed on Aug. 27, 2015 and as part of a unit private placement financing first announced on Dec. 18, 2015,
which closed on Dec. 24, 2015.
Pursuant to the incentive program, the company is offering an inducement to each warrant holder who exercises
their warrants during a 30-calendar-day early exercise period by the issuance of one additional share purchase warrant for each
warrant early exercised. Each new warrant will entitle the holder to purchase one additional share for a period of 18 months from
the date of issuance of such incentive warrant at a price of 17 cents. The early exercise period will commence June 18, 2018, and
expire July 17, 2018. The incentive warrants will be subject to a four-month hold period from the date of issuance.
Warrant holders who take advantage of the opportunity to exercise their warrants early will strengthen the
company's current cash position and provide the company with additional working capital to finance our ongoing Gen2 Purevap work,
general working capital and the cost of the Beauce Gold Fields Inc spin-out.
Depending upon the number of warrants exercised during the early exercise period, the company expects to:
- Receive gross proceeds of up to $467,222 on or before the early exercise expiry date;
- Issue up to 6,674,000 shares pursuant to the exercise of warrants by holders in accordance with the original terms of the
warrants on or before the early exercise expiry date;
- Issue up to 6,674,000 incentives warrants to warrants holders pursuant to the early exercise of the warrants on or before the
early exercise expiry date.
The terms and conditions of the program and the method of exercising the warrants pursuant to the incentive
program are set forth in a letter that is being delivered to the registered address of each eligible warrants holder, along with a
form of warrant subscription agreement to be completed by warrants holders in relation to the issuance of the incentive warrants.
Under the terms of the subscription agreement, warrant holders who wish to participate in the incentive program will agree to
exercise their warrants and deliver the other necessary documents in consideration of the issuance by the company of the incentive
warrants.
The form of letter and subscription agreement will be posted on the company's profile on SEDAR and be available
on the company's website. Holders of warrants who elect to participate in the incentive program will be required to deliver to the
company at Suite 306, 3000, Omer-Lavallée St., Montreal, QC, Canada, H1Y 3R8, by 5:00 p.m. Montreal time, on or before the early
exercise expiry date, the following:
- A duly completed and executed subscription agreement in the form to be provided to warrant holders by the company;
- A duly completed and executed election to exercise form attached as Schedule A to their original warrant certificates;
- Their original warrant certificates;
- The applicable aggregate exercise price for their warrants, payable to the company in Canadian dollars by way of certified
cheque, money order, bank draft or wire transfer.
Any warrants that are not exercised prior to the early exercise expiry date will remain outstanding and continue
to be exercisable for shares of the company on their current terms.
The company will not be offering incentive warrants to brokers holding any broker warrants and the Company did
obtain the consent of the holder of 660,000 warrants expiring Dec 24, 2018 exercised during the six (6) months period before the
start of the incentive program and the implementation of the program.
The company may pay a finder's fee in respect of certain exercises under the incentive program in accordance
with policies of the TSX Venture Exchange.
The incentive program is subject to the receipt of all regulatory approvals, including the final approval of the
TSX-V.
This news release is available on the company's CEO Verified Discussion Forum, a moderated social media platform that enables civilized
discussion and Q&A between Management and Shareholders. Powered by Agoracom
About HPQ Silicon
HPQ Silicon Resources Inc. is a TSX-V listed resource company planning to become a vertically integrated and
diversified High Purity, Solar Grade Silicon Metal (SoG Si) producer and a manufacturer of multi and monocrystalline solar cells of
the P and N types, required for production of high performance photovoltaic conversion.
HPQ goal is to develop, in collaboration with industry leaders that are experts in their fields of interest, the
innovative metallurgical PUREVAPTM “Quartz Reduction Reactors (QRR)” process (patent pending), which will permit
production of the highest efficiency SoG Si. The pilot plant equipment that will validate the commercial potential of the
process is on schedule for start up in late 2018.
Disclaimers:
This release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be
any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The Incentive
Warrants to be issued pursuant to the exercise of the Warrants have not been and will not be registered under the United States
Securities Act of 1933, as amended (the "U.S. Securities Act") or the securities laws of any state of the United States and may not
be offered or sold within the United States or to, or for the account or the benefit of, U.S. persons (as defined in Regulation S
under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or
pursuant to an exemption from such registration requirements.
This press release contains certain forward-looking statements, including, without limitation, statements
containing the words "may", "plan", "will", "estimate", "continue", "anticipate", "intend", "expect", "in the process" and other
similar expressions which constitute "forward-looking information" within the meaning of applicable securities laws.
Forward-looking statements reflect the Company's current expectation and assumptions, and are subject to a number of risks and
uncertainties that could cause actual results to differ materially from those anticipated. These forward-looking statements involve
risks and uncertainties including, but not limited to, our expectations regarding the acceptance of our products by the market, our
strategy to develop new products and enhance the capabilities of existing products, our strategy with respect to research and
development, the impact of competitive products and pricing, new product development, and uncertainties related to the regulatory
approval process. Such statements reflect the current views of the Company with respect to future events and are subject to certain
risks and uncertainties and other risks detailed from time-to-time in the Company's on-going filings with the securities regulatory
authorities, which filings can be found at www.sedar.com. Actual results, events, and performance may differ materially. Readers
are cautioned not to place undue reliance on these forward-looking statements. The Company undertakes no obligation to publicly
update or revise any forward-looking statements either as a result of new information, future events or otherwise, except as
required by applicable securities laws.
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.
For further information contact
Bernard J. Tourillon, Chairman and CEO Tel (514) 907-1011
Patrick Levasseur, President and COO Tel: (514) 262-9239
www.HPQSilicon.com
Shares outstanding: 198,463,807
