EPM Mining Purchases Common Shares in Exchange for Non Voting Common Shares
TORONTO, ONTARIO--(Marketwired - Mar 27, 2014) - EPM Mining Ventures Inc. (TSX VENTURE:EPK)(OTCQX:EPKMF) ("EPM" or the "Company") today announced that it has entered into share repurchase agreements with certain holders of common shares to purchase common shares ("Common Shares") from these holders in exchange for non-voting common shares ("Non-Voting Shares"). The transaction is being effected to assist the Company to achieve its "foreign private issuer" under applicable United States securities laws.
As of the date hereof, there are 108,293,457 Common Shares and 4,932,432 Non-Voting Shares issued and outstanding on a non diluted basis. Following completion of the transaction, there will be 76,923,057 Common Shares and 36,302,832 Non-Voting Shares issued and outstanding on a non diluted basis. The Non-Voting Shares are convertible into Common Shares on a one-for-one basis at the holders discretion.
Lance D'Ambrosio, the Chief Executive Officer and a director of the Company, and Jeff Gentry, a director of the Company are participating in the transaction. The sales to Mr. D'Ambrosio and Mr. Gentry are considered "related party transactions" for the purposes of Multilateral Instrument 61-101 ("MI 61-101"). However, the sales are not subject to the minority approval and formal valuation requirements under MI 61-101 as there is an applicable exemption from these requirements as neither the fair market value of the subject matter, nor the fair market value of the consideration, for the sale, insofar as it involves the interested parties, exceeds 25% of EPM's market capitalization. Both Mr. D'Ambrosio and Mr. Gentry abstained from voting at the meeting of the board of directors held to approve the transaction.
Mr. D'Ambrosio has agreed to sell 12,174,673 Common Shares for cancellation in return for 12,174,673 Non-Voting Shares and Mr. Gentry has agreed to sell 7,150,490 Common Shares for cancellation in return for 7,150,490 Non-Voting Shares. Following the completion of the sale, Mr. D'Ambrosio will own and control 12,174,673 Non-Voting Shares, representing approximately 33.5% of the issued and outstanding Non-Voting Shares on an undiluted basis and Mr. Gentry will own and control 9,919,910 Non-Voting Shares, representing approximately 27.3% of the issued and outstanding Non-Voting Shares on an undiluted basis. Mr. D'Ambrosio will also own and control 35,000 Common Shares, representing approximately 0.05% of the issued and outstanding Common Shares on an undiluted basis, and Mr. Gentry will not own or control any Common Shares, following the completion of the sale. All vendors of Common Shares are residents in the United States and no purchases are being made from persons who are in a jurisdiction of Canada or whose last address as shown on the books of the Company is in a jurisdiction of Canada.
About EPM Mining Ventures
EPM, through its wholly owned subsidiary Peak Minerals Inc., controls directly or through agreement, mineral leases on more than 124,000 acres on the Sevier Dry Lake property in Millard County, Utah. EPM is targeting the future development and production of Sulfate of Potash (SOP), a premium priced fertilizer used with special crops and soil types, through a cost-effective solar evaporation methodology.
For more information on the Company, please visit our web site at www.epmmining.com.
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.
