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IRN

0.36
0.00 (0.00%)
17 May 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type
TSXV:IRN TSX Venture Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0.36 0.285 0.36 0 01:00:00

Iron Creek Announces Plans to Consolidate its Shares and Raise up to $5 Million

29/01/2014 8:05pm

Marketwired Canada


NOT FOR DISTRIBUTION TO US NEWSWIRE SERVICES NOR FOR DISSEMINATION IN THE UNITED
STATES OF AMERICA


Iron Creek Capital Corp. (TSX VENTURE:IRN) ("Iron Creek" or the "Company") is
pleased to announce that, subject to regulatory and shareholder approvals, it
intends to consolidate its common shares and raise up to $5 million by way of a
private placement financing. In connection therewith, Iron Creek will hold a
Special General Meeting of shareholders (the "SGM") on April 7, 2014 to seek
approval to:




--  Consolidate all of the Company's issued and outstanding common shares on
    the basis of seven (7) pre-consolidation common shares for one (1) post-
    consolidation common share; and 
--  Create a new Control Person (owning or controlling more than 20% of the
    outstanding post-consolidation shares) based on the Control Person's
    post-consolidation and post-financing share and warrant holdings. 



Iron Creek intends to use the new funds raised to pursue a number of business
opportunities that have been identified, as well as for general corporate
purposes.


Share Consolidation 

Iron Creek currently has 53,286,230 common shares issued and outstanding and, if
the consolidation is completed, will have 7,612,320 common shares issued and
outstanding. The Company does not intend to change its name in connection with
the consolidation, although its CUSIP number and ISIN will change.


The Board of Directors is recommending shareholders approve the share
consolidation to assist the Company in obtaining equity financing and increase
its flexibility with respect to potential business transactions. If the
consolidation is approved, the Board of Directors will have the authority to
implement the consolidation or abandon it without further approval from, action
by, or prior notice to shareholders.


Private Placement Financing

Iron Creek intends to raise new capital through a non-brokered private placement
of 23,809,524 units at a post-consolidation price of $0.21 per unit, for gross
proceeds of $5,000,000. Each unit will consist of one post-consolidation common
share (a "Share") and one non-transferable share purchase warrant (a "Warrant").
Each Warrant will entitle the holder to purchase one additional Share for a
period of five years at $0.31 in the first three years and $0.42 in the last two
years. After the expiry of the four month restricted resale period, the Company
will accelerate the Warrant expiry date if the closing market price of the
Shares on the TSX Venture Exchange for a period of 20 consecutive trading days
is $0.45 or greater during the first three years of the warrants, or $0.60 or
greater during the last two years of the warrants, (in both cases, an
"Acceleration Triggering Event"), by issuing a news release and giving written
notice of acceleration ("Notice of Acceleration") to the Warrant holders within
five trading days of the Acceleration Triggering Event. The new Warrant expiry
date shall be 20 trading days after the date of the Notice of Acceleration.


A finder's fee may be paid on a portion of the placement. The finder's fee will
consist of units equal to 6% of the units sold to investors introduced by
finders, and non-transferable share purchase warrants equal to 6% of such units
sold to investors. The finder's fee warrants will have the same terms as the
Warrants.


The Shares, and any Shares issued on the exercise of the Warrants and finder's
fee warrants, will be subject to a four month restricted resale period in Canada
and applicable securities legislation hold periods outside of Canada. There can
be no assurance that the private placement will be completed as proposed or at
all. 


Creation of Control Person

Iron Creek has been advised that affiliates of Sprott Inc. ("Sprott") have
agreed to purchase a significant number of units in the private placement and,
as a result, might become a Control Person based on its post-consolidation share
and warrant holdings. As required by Exchange policy, the Company will therefore
seek approval, by way of ordinary resolution, of the creation of a new Control
Person at the SGM. The votes attached to the Shares held by Sprott and its
associates and affiliates will be excluded from voting.


About Iron Creek

Iron Creek Capital Corp. is a Vancouver-based exploration company focused on the
acquisition and exploration of world-class mineral systems in Chile. The Company
has assembled a portfolio of exploration projects prospective for gold, silver
and copper mineralization. The Company has a strong management team with many
decades of combined experience in Chile and Latin America, led by Tim Beale
(President), Michael Winn (CEO) and John Davidson (Exploration Manager). The
Company currently controls more than 60,000 hectares of exploration tenement
along proven mineral belts, and is advancing several precious metals and copper
projects including the wholly owned Las Pampas, T4 and Magallanes projects.


Iron Creek announced in August 2013 that it had signed a non-binding Letter of
Intent with Kinross Minera Chile Limitada, a wholly owned subsidiary of Kinross
Gold Corp. (TSX:K) ("Kinross"), whereby Kinross will have the sole and exclusive
option and right to acquire up to a 75% undivided interest in Iron Creek's Las
Pampas mining concessions located in northern Chile by spending US$25M or
completing a bankable feasibility study. Kinross and Iron Creek are progressing
towards the completion of a definitive agreement and associated documentation, a
process they expect to conclude shortly.


Further details can be obtained from Iron Creek's website:
(http://www.ironcreekcapital.com/s/Home.asp).


ON BEHALF OF THE BOARD

Timothy J. Beale, President

Neither the TSX Venture Exchange nor the Investment Industry
Regulatory-Organization of Canada accepts responsibility for the adequacy or
accuracy of this release.


This news release does not constitute an offer to sell or a solicitation of an
offer to buy any of the securities in the United States of America. The
securities have not been and will not be registered under the United States
Securities Act of 1933 (the "U.S. Securities Act") or any state securities laws
and may not be offered or sold within the United States or to U.S. Persons (as
defined in the U.S. Securities Act) unless registered under the U.S. Securities
Act and applicable state securities laws, or an exemption from such registration
is available.


Forward-Looking Statement
Some of the statements in this news release contain forward-looking information
that involves inherent risk and uncertainty affecting the business of Iron Creek
Capital Corp. Actual results may differ materially from those currently
anticipated in such statement.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Iron Creek Capital Corp.
Timothy J. Beale
President
604.687.5544
604.688.1157 (FAX)
info@ironcreekcapital.com
www.ironcreekcapital.com

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