Galantas Gold Corporation: Share Consolidation and Private Placing to Raise £500,000
08 Abril 2014 - 8:00AM
Marketwired
Galantas Gold Corporation: Share Consolidation and Private Placing
to Raise £500,000
TORONTO, ONTARIO--(Marketwired - Apr 8, 2014) - Galantas Gold
Corporation (TSX-VENTURE:GAL) (AIM:GAL) ("Galantas" or the
"Corporation") today announces that the Board is seeking regulatory
approval of documents relating to the consolidation of the
Corporation's issued and outstanding share capital (the
"Consolidation"), exchange of shares for debt and the private
placement of shares.
Galantas announced on 23rd January 2014 that the Consolidation
was passed at a Special Meeting of Shareholders on 16th January
2014, with determination of the consolidation ratio by the
Directors. The Directors have determined that the Consolidation
will be on the basis of 5 old shares for 1 new share. The action is
being undertaken to improve on the current trading price for the
Company's securities as it falls below the minimum price
requirements for private placements as set out by TSX Venture
Exchange Corporate Finance Policy 4.1.
Subject to Exchange approvals, the consolidation is scheduled to
be effective at opening on the TSX Venture Exchange and AIM on
Monday 14th April 2014, from which date the existing issued share
capital will be cancelled and replaced by the new Common Shares in
consolidated form.
Application has been made for the Galantas Depositary Interests
to be traded on AIM with effect from 14th April 2014 under the
ISIN: CA36315W2022 and SEDOL: BKSZT76.
A private placement of new shares is expected to complete
following consolidation. A minimum of 10 million units will be
subscribed at UK£0.05 (five pence) / CDN$0.09375 per unit. Each
unit will comprise 1 new ordinary share and 1 warrant (the
"Placement"). Each warrant will entitle the holder to purchase 1
further new ordinary share at UK£0.10 (ten pence) per share for a
period of two years from the date on which the subscription is
closed. The Placement will raise a minimum of UK£500,000. The new
ordinary shares issued pursuant to the Placement are subject to a
four month hold period. The new ordinary shares and warrants to be
issued pursuant to the placement represent approximately 23.2 per
cent of the enlarged issued share capital (at the minimum placing
amount).
Coincident with the placement (and following the Consolidation),
subject to TSX Venture Exchange approval, the Corporation will also
undertake an exchange of existing debt for new ordinary shares, as
set out in the circular to shareholders issued 16th December 2013
and approved by Shareholders at the Special Meeting of Shareholders
16th January 2014. Roland Phelps (President & Chief Executive)
will exchange a loan of CDN$1,346,730 (UK£716,256) for 14,365,120
new ordinary shares representing 16.6 per cent of the enlarged
issued share capital. Leo O'Shaughnessy (Chief Financial Officer)
will exchange a loan of CDN$30,046 for 320,491 new ordinary shares,
representing 0.4 per cent of the enlarged issued share capital.
Following the exchange of debt for equity Mr Phelps and Mr
O'Shaughnessy will hold 24.9 per cent and 0.4 per cent of the
Galantas enlarged issued share capital respectively (at the minimum
placing amount). Loans due to certain other third party creditors
have also agreed to settlement of amounts owed totalling UK£21,976,
through the issue of 439,520 new ordinary shares, representing 0.5
per cent of the enlarged issued share capital. No Warrants will be
attached to the new ordinary shares issued in relation to any of
the equity for debt exchange.
In compliance with TSX Venture Exchange requirements, Galantas
shareholders on the Canadian register will receive a Letter of
Transmittal, which they are required to return, together with their
original share certificate, for which they will then receive the
issue of a new certificate. Galantas shareholders on the Jersey
register will be mailed with new certificates without further
action required on their part. Current share certificates will no
longer be valid after close of business on 11h April 2014. The
accounts of shareholders who hold shares or depositary interests in
electronic form will be adjusted automatically.
Neither 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.
Galantas Gold CorporationJack Gunter P.EngChairman+44 (0) 2882
241100Galantas Gold CorporationRoland Phelps C.Eng.President &
CEO+44 (0) 2882 241100info@galantas.comwww.galantas.comCharles
Stanley Securities (Nominated Adviser)Mark Taylor+44 (0)20 7149
6000
Galantas Gold (TSXV:GAL)
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