Toronto, Ontario--(Newsfile Corp. - March 1, 2019) - Andrew Thomson (the "Acquiror") has today filed an early warning report (the "Early Warning Report") advising of his acquisition of units (the "Units") of Palamina Corp. (the "Company").
Pursuant to a private placement of Units of the Company, the Acquiror purchased 70,000 Units at a price of $0.30 per Unit, each Unit comprised of one Common Share and one Common Share purchase warrant (the "Warrants"). Each Warrant is exercisable to acquire one Common Share at an exercise price of $0.50 until February 28, 2021, provided that, if after four months and one day after the Closing Date the closing price of the Common Shares on the TSX Venture Exchange is equal to or greater than $0.90 for a period of 10 consecutive trading days, the Reporting Issuer may accelerate the expiry date of the Warrants by disseminating a press release and in such case the Warrants will expire on the 45th day after the date on which such press release is disseminated.
As indicated in the Acquioror's prior early warning report dated December 3, 2018 the Acquiror beneficially owned, or exercised control or direction over, directly or indirectly, (a) 2,690,369 Common Shares; (b) 700,000 Options; and (c) 196,667 Warrants, representing 12% of the outstanding Common Shares of the Reporting Issuer on an undiluted basis.
Following the disposition of 4,167 Common Shares and 300,000 stock options of the Company and immediately before purchasing the Units, the Acquiror beneficially owned, or exercised control or direction over, directly or indirectly: (a) 2,686,202 Common Shares; (b) options to purchase 400,000 Common Shares (the "Options"); and (c) Warrants to purchase 196,667 Common Shares, representing an aggregate of 3,282,869 Common Shares owned, controlled or issuable, or 10.72% of the outstanding Common Shares immediately prior to the acquisition of the Units, on a partially diluted basis, assuming the exercise of the Options and Warrants.
After purchasing the Units, the Acquiror beneficially owned, or exercised control or direction over, directly or indirectly, 2,756,202 Common Shares, 400,000 Options and 266,667 Warrants, representing 9.4% of the outstanding Common Shares of the Reporting Issuer on a partially diluted basis.
The Units were purchased for investment purposes. The Acquiror may, from time to time, take such actions in respect of its holdings in securities of the Company as it may deem appropriate in light of the circumstances then existing, including (i) acquiring, exercising, converting, exchanging, selling or otherwise disposing of securities of the Company or securities exercisable for, or convertible or exchangeable into, securities of the Company, and (ii) developing plans or intentions or taking actions which relate to or would result in one or more of the transactions or matters referred to in paragraphs (a) through (k) of Item 5 of the Early Warning Report filed on SEDAR.
This news release is being issued as required by National Instrument 62-104 - Take-Over Bids and Issuer Bids and relates to the Company, whose head office is located at 145 King Street West, Suite 2870, Toronto, Ontario, M5H 1J8, and to the Acquiror. A copy of the Early Warning Report can be obtained at www.sedar.com under the Company's company profile, or by contacting Andrew Thomson at 145 King Street West, Suite 2870, Toronto, Ontario, M5H 1J8, telephone: (416) 204-7536.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/43170